Cruella's True Spots
by divadarling
Summary: What if Cruella De Vil and August Booth knew each other in New York before Emma broke the curse?
1. Chapter 1

_I am sure the show will give Cruella a different name but for this I called her Dorothy Madden, because Cruella was invented by Dorothy Smith and she is crazy mad. If you all like I may continue..._

* * *

_New York City  
__15 Years Ago_

Dorothy Madden inhaled like she owned the air inside her penthouse apartment. The two simpletons across the table squirmed each time she gazed directly at them.

"What are you saying?" Dorothy swept her hand in front of her as if some invisible water slowed the movement.

"Ms. Madden," one beady eyed bureaucrat looked at the other, "we're saying the board of directors wants you out. You have no choice."

Dorothy slammed her hand on the table. Her red glove hinted of her origins against the dark oak.

"It's _my_ company!"

Dorothy Madden lifted to her feet. To the general population Dorothy Madden appeared to be nothing more than a chic business mogul, but to a select few Cruella de Vil would never be able to hide her true spots. Fortunately for Cruella, in this world Rumpelstiltskin had banished her too she had yet to encounter anyone from the Enchanted Forest.

"Gentleman, there is always a choice."

The two men reluctantly stood. Dorothy passed them on her way to show them out.

"But Ms. Madden, the board has offered to buy you out. If you take the deal you'll be no worse for wear-"

The other man interrupted.

"If you fight it means laying off 5,000 people in your various stores."

Dorothy turned on her heel and put her hand on her hip. With the other she fingered the fur around her collar.

"What the papers say is true. I put the mad in Madden. Good day, gentlemen."

The men exchanged a glance. Dorothy could tell they wanted to argue but a flash of her intense eyes sent them scattering out the door. She slammed it behind them.

Dorothy marched into the living room, picked up a full bottle of gin and threw it into the fire. Flames exploded from the brick mantle. The drapes caught on fire. Dorothy made no effort to move. The heat from the fire felt good on her white skin. Her rage on the inside felt slightly quenched by the outward display.

"What the hell are you doing?"

She did not turn to the source of the voice. Her carpenter barreled into the room. She watched with a near stoic amusement as he used a fire extinguisher to put out the flames. The process of containing the fire took him a good five minutes.

Dorothy grew bored with his actions and turned her attention to the sketch book of her latest fashion designs.

She looked up briefly once she felt all heat had vanished. Her carpenter brushed beads of sweat from his forehead.

"Are you insane?!"

"I will tell you what is insane, Mr. Booth, those idiots thinking they can steal my company out from under me." She turned her attention back to the sketch book.

She heard him exhale and the fire extinguisher clinked onto the glass end table.

"I overheard them. Tough choice."

She slammed the book closed and lifted her chin.

"There is no choice. I didn't sacrifice, scratch and bite my way to the top to lose it all now."

The carpenter put his finger to his five o'clock shadow. Over the course of the last three months, as he worked to handcraft her grand staircase, the features of his face slowly grew more handsome.

"What did you sacrifice?" He held out his hands and moved around the room. "Looks to me like you have it all."

Dorothy scoffed.

"And I have a bottle of gin and my carpenter to share it with."

August W. Booth frowned.

"Poor you. What about all those people about to lose their jobs?"

Dorothy put her hand on her hip and took a few steps toward him.

"You know nothing about the world of high fashion…" she eyed him from head to toe, taking in his dated leather jacket and handy man jeans, "obviously."

He half grinned.

"But I do know what it's like to live on a paycheck. Those people count on their jobs. What could it hurt you to make the right decision?"

Dorothy had lived with this carpenter for three months. Instead of time putting her more at ease with him it only served to make her more uncomfortable. He spoke as though he knew her and not just the Dorothy Madden side. Each time he looked her square in the eyes with an absence of fear her voice caught in her throat and she fell helplessly under his spell.

"I know they call you the fashion devil, but I've watched you the last few months. You have been fair and honest in your dealings. You only have a reputation because you're a shrewd business woman and men don't like that."

As he spoke August inched toward Dorothy. By the time he finished speaking he was uncomfortably close to her. For her that was still a good half meter away.

"I don't care what men think, or my employees. Fashion is my only true love. I will do anything for it."

August shook his head.

"If you made the right decision, who knows. Maybe there is a carpenter out there who could share something with you."

August looked down at the floor, a motion that mirrored the downfall of Dorothy's mouth.

"Excuse me."

He brushed passed her.

"Mr. Booth," Dorothy squared her shoulders. He stopped in the doorway and turned to face her.

"Fate has taught me whether or not I make the right decision I always lose. I would rather have my company, as hollow as it is, than end up with nothing at all."

August's expression tore at Dorothy's heart. She laughed at the hurt in his eyes; a bitter inward laugh at the idea there was a man foolish enough to mourn a love that could never be.

"I'm finished with your staircase. I'll be back tomorrow to pick up my things."

For the first time in years Cruella de Vil felt something awaken in the numb, dead wasteland of her heart. Every day for months she returned from a hellish day of work to a warm smile and kind word. She did not want him to go.

"It's about time. I thought you'd never finish." She stormed out of the room.

* * *

Dorothy sauntered down the staircase. She ran her red glove down the banister but kept her eyes pinned on the carpenter below. He nearly finished packing his things.

"What do you think? This is my finest work."

Dorothy jutted her jaw forward. He was right. For the last month every business associate who visited commented on the fine craftsmanship. She reached the bottom of the stairs and tossed the fur over her shoulder.

"It's terrible. Not what I wanted at all. Rip it all out and start again."

August stared at her. His jaw hung open. She could tell her words cut him to the core. She reviled in the power she had over him.

"But… it's exactly like we planned."

Dorothy took a few steps away from him.

"Well, I _hate_ it." She narrowed her eyes. "Start over."

August dropped his tool box. The loud crash on the hardwood floor made Dorothy jump.

"No."

"You are the hired help. You're not paid to talk back."

Hostility was an emotion she knew well and so August's proximity did not cause her discomfort.

"If you want it redone, hire someone else. I quit."

He picked up his tool kit. Dorothy followed him to the door.

"You promised to finish the job. You lied."

August stopped abruptly which caused Dorothy to stop. He turn and pointed at the stairs.

"I put my blood, sweat and tears into that thing for you." He shook his head. "But I guess since it's not a dead animal you can't appreciate it."

"Why don't you leave before you make a complete jackass of yourself?"

August slammed the door on his way out. Dorothy stared at the white washed door for a few seconds. She reached out and let the red fingers of her glove touch the wood. She closed her eyes. After a moment of self-pity she reminded herself that it would have ended badly anyway.

* * *

August W. Booth pulled his jacket closer around him as a chill breeze swept through the New York City street. He just finished browsing the used car lot for the motorcycle of his dreams and was still daydreaming about a new set of wheels when he ran into another pedestrian. The man had a newspaper tucked under his arm and August came face to face with a small headline in the lower corner.

_Mad Madden Forfeits Interest in Dorothy's Designs._

"Can I see that?" August asked and absently grabbed the paper.

"I beg your pardon?" The old man swatted August away and scuttled down the street.

August ignored the sting of the slap and reached into his pocket for some loose change. He went to the nearest newsstand and purchased his own copy. He discarded the other pages in favor of the article about Dorothy.

She had saved the jobs of thousands of employees and the media still ripped her to shreds.

_When asked about the venture Fashion Editor Miranda Priestly remarked, 'I suppose she wasn't tough enough for this business.' _

August threw down the paper. What he read disgusted him. Dorothy had been right. She lost everything and did not receive an ounce of praise for doing the right thing.

He hailed a cab. He had responsibilities. Emma had been getting into trouble lately and he needed to keep an eye on her. He did not care. He had to see Dorothy Madden. Three weeks had passed since their end-all argument. Every day since then he played the event over in his mind.

In the backseat of the cab he felt like his head or his heart might explode. The thought of facing her again sent a cold shiver down his back. The remote possibility that he might… he didn't even know what. His mind raced. What if he knocked on her door? Would she answer? If she did, did he have the courage to ask her on a date? He watched her from afar for so long, like a pauper watches a princess and dreams of things that could never be.

The Blue Fairy once told him to be brave, truthful, and unselfish. The brave part was the one throwing him off at the current moment. Those memories seemed so far away. The cab stopped in front of the elegant apartment complex. August paid the driver and stepped out into a sudden rain.

He had so much nervous energy he decided to take the stairs. With each step he reminded himself of all the reasons he shouldn't go to her. With the events of his past, he knew he could never be happy until he confronted Emma; until he helped her break the Evil Queen's curse, but that seemed like another lifetime. In the meantime, he wondered if he could steal a moment of peace with a woman just as broken and destined for an unhappy fate.

After four flights of stairs August opted for the elevator. He knew if he kept thinking too long he would turn tail and run.

Finally, he reached her door. He rallied his courage with a deep inhale. He straightened his hair in the reflection of the door window then checked his breath. He swallowed and knocked.

No answer.

He rang the doorbell.

Still no answer.

He ran his fingers over his chin and knocked again.

"Dorothy? It's me, August."

Silence ensued. He didn't know if she could hear him even if she was there.

"I just read the paper. I need to talk to you."

He waited. The sound of someone unlatching the door made his heart race. Now that he had her attention he drew a blank on what to say.

The door swung open. What he saw on the other side made all words unnecessary.

Dorothy's multi colored hair twisted in a tangled mess. The tell-tale signs of crying, red nose and rimmed eyes, she did not bother to hide. She held a waded Kleenex in her bare hand. August rarely saw her without leather gloves. He had never seen her without a fur. She faced him now in pink, fuzzy pajamas.

He wondered how many years it had been since she had made such a fashion faux-paus.

"You look like hell." He smiled as he said it because he'd never seen her sexier.

His words stirred fire in her eyes. Before she could yell at him he stepped inside the door and kissed her fully on the mouth. A thrill went through him when he felt her fingers grip his shoulder.

She returned his kiss in a slightly desperate yet tender way that pulled at his heartstrings. He never wanted to let her go. Feeling needed gave him a new outlook on life. Dorothy's kiss made him want to face his past and reach for the impossible.

She pushed him away and dashed his hopes. To his relief she still allowed him to hold her in his arms. He touched his forehead to hers and they both steadied their breathing.

"You should know," she said as she looked up at him, "I am not capable of love. If we start something it will not end with me falling in love with you."

August smiled. He ran his hand over the shoulder of her pink, fuzzy pajamas.

"Please, Dot, you're not some inhuman beast."

Dorothy's lip curved into a wicked half grin.

"I am a prisoner of my past. A past no one can ever know or understand."

August's smile dropped and he put his index finger under her chin.

"That, Ms. Madden, is something we have in common."


	2. Chapter 2

_A small addition to this story just because "the scruff is so much more attractive than the timber." :)_

* * *

August closed the front door and set his backpack on the grand coat rack in the front lobby of Dorothy Madden's house. His latest carpentry project turned out to be a grueling ordeal and every day when he got off work he felt exhausted. As he walked toward the kitchen to retrieve a snack he spotted Dorothy in the living room surrounded by several men in business suits.

They all ignored him as he passed by. He wondered at his luck as he watched the woman who allowed him to call her his. She was so dynamic, so rich and powerful, but underneath he was able to find something soft about her. He let his mind wander to the Enchanted Forest. He pictured Dorothy there with him surrounded by trees instead of business men.

His father would hate her. She would look to the aged carpenter like a villain. After Geppeto grew to know Dorothy he would love her the way August did.

August stopped. Love? Did he love her? He opened the fridge. As he reached for the pastrami he nodded. Yes, he did. Why shouldn't he? She was not really a villain. Heroes and villains only existed in the Enchanted Forest not in New York.

The meeting must have adjourned because August heard a mumble of voices reach the front door and fade away. He made himself a sandwich, settled on the bar stool, and nearly took a first bite when Dorothy entered.

She knew how to make an entrance. There was nothing subtle about her. He loved her for her near tactless disregard for subtlety.

"Fools! So easy to step on, on my way back to the top."

The flash of pride across her eyes made August smile before he took a bite. She glared at him.

"You will ruin your dinner."

August stuffed the food to one side.

"So?"

Dorothy put her fur cuffed hand on her hip.

"It's your birthday, darling. I wanted to treat you."

August rolled his eyes. He hated his birthday. It reminded him of his less than ordinary birth, and where he really came from.

"I know that look." She came around the counter and stood next to him. "I know what a horror it is to admit one has aged, but…" She put her manicured fingers on his arm. "The presents, darling, the presents."

She pulled him toward the French doors. He had no choice but to abandon his sandwich. She led him out into the garage. They passed her 1920s coup De Ville and he saw a small tarp covering some mid high object.

"What is it?"

"Your birthday present."

August smiled. He felt twelve again. He walked over to the object.

"It's too big to be a puppy."

"Puppies are too unruly without a way here to control them."

August ran his hand along the tarp. She often made such cryptic comments but August's attention was too focused on the gift to study the words further.

"Too small to be a pony."

"Do you have an animal fetish I know nothing about?"

August stood back and put his hand under his chin.

"Hmm, what else could it be?" He knew his stalling would drive her crazy.

Her eyes flashed and she marched over to the tarp.

"Oh, for the love of Dior." Dorothy pulled the tarp from the prize. She uncovered a restored 1980s motorcycle. August stood in stunned silence. How had she known? He stepped forward and ran his hand along the handlebars.

"Only three hundred specialty design handle bars were made." He bent down to examine the wheels.

"Custom chrome wheels." He touched the seat.

"High quality black leather." He shook his head. A curl pulled at the corner of Dorothy's thin mouth. She put her hand on her hip.

"You know how I feel about leather, darling."

"How did you know? This is the ride of my dreams." August climbed onto the motorcycle. He gripped the handle bars and felt like he just took control of his own destiny.

"I'm just that amazing. How do you not know this by now?"

The thing that always struck him about Dorothy was how she could fully mean something in the moment but be so insecure about herself the next. Her eyes darted away, and August saw the insecurity for a split second. He inched forward on the seat.

"I do know. Only amazing girlfriend's get to have a ride with me." He winked.

Dorothy dropped her hand from her hip and moved toward him. He watched her swing her leg over the seat. Her every movement was rich with an assurance of her own attractiveness. When her arms snaked around his waist he cover her hands with his.

"You like it then?"

He removed his other hand from the handlebar and turned to face her.

"I love it." Whether she realized the word _it_ could have been interchanged with _you_ he could not tell. He kissed her over his shoulder. She moved her hands up his chest. He stopped the movement with his hands and ended the kiss.

"Hey, now, none of that. We're going for a ride." He turned back around.

Dorothy made a humming sound in the back of her throat.

"Yes, and when return I will give you your other present." She whispered in his ear. August grinned and then kick started the engine. Life here was definitely better than the Enchanted Forrest.


	3. Chapter 3

_Here is a little bit more still, since I can't get enough of Cruella :)_

* * *

August rarely saw Dorothy without a large fur around her shoulders. The summer weather forced her to shed her animal skins out of necessity rather than choice he suspected. Sitting next to her on the park bench on the pleasant June afternoon August studied her. He liked when she was out of her element. It revealed a new layer to her complex personality. People back home never were as complicated as people in the land without magic.

Dorothy looked somewhat magical against the bright green of the park grass. She wore black offset only by a long diamond necklace. Her leather pants made the two of them look very stylish as they climbed off his motorcycle and scouted the empty bench.

"I really don't see the thrill in these peasant activities."

August caught only a glimpse of her ice-blues behind the large rim of her sunglasses.

"You're supposed to be enjoying nature."

She scoffed. Her sleeveless arm rested between them on the back of the bench.

"Darling, the only thing natural I enjoy is picking out an uncut diamond." She looked him in the eyes over the top of her glasses. Her eyes turned toward children on the playground.

"Watching those little beasts run around hardly qualifies as enjoyment."

August felt a twinge at the comment, but he refused to admit to himself why.

"You don't like children?"

Dorothy laughed. A cruel, empty sound that carried through the park.

"Children run from me and wisely so."

August felt his throat dry up.

"So, you don't want any then?" The words slipped out before he could stop them. Rather than bow his head in embarrassment, he pinned his attention on her. Dorothy tore her sunglasses from her face and narrowed her eyes. Her mouth opened but she seemed momentarily stunned.

August figured he might as well admit the rest of it, since he been dropping hints for the last several weeks.

"I just ask in case, if you… If we… I mean, we haven't even talked about marriage."

Dorothy inhaled and the fresh air brought on a choking fit. August reached for the water bottle in his backpack. Dorothy doubled over as coughs racked her body. She shook her head and her hand when he tried to offer her the water.

When she finally composed herself she put her sunglasses back on and rested her arm lazily back over the park bench.

"That's fresh air for you."

August frowned and put the water bottle away.

"…but, really, darling, you must be joking. You _can't_ mean you want to marry me."

August clenched his teeth.

"Yeah, I must be insane, huh?"

Dorothy inched closer to him across the bench.

"August."

She rarely said his name. The seriousness of her tone forced his eye back to her.

"Marriage is such a silly social convention of this world. Really, I see only two reasons for it. One is money, and since you have none, why change things?"

August felt a deep pool of resentment settle in his stomach. For better or worse, he knew the woman he loved was a gold digger. Had he blinded himself into thinking she would be faithful to him once something better, or rather, something richer came along?

"What's the other reason? Love?" He lifted his eyebrow. Dorothy's lips pressed into a smirk.

"No. It would have to be for one of those little…" she wiggled her fingers toward the playground, "things."

August folded his arms and stared at the ground. He reflected on her words, on what she wanted and on what he wanted. He shook his head.

"We're not gonna make it, are we?" He turned to her.

Her brow wrinkled.

"No, don't… don't say that."

The panic in her voice cut through to his heart.

"I want marriage and a family, and you want a vault dedicated to Harry Winston and a mansion in the Swiss Alps."

Dorothy rested her elbow on her arm and lifted her hand into the air.

"Well, not the _whole_ vault, darling."

August chuckled. Her fingers touched the back of his neck. When he looked up he saw her grin at her ability to make him laugh. Somewhere in her complex soul he still believed she cared about him.

"Why are you even with me?" He asked her. She slipped her fingers from the back of his neck, down his arm and laced them around his.

"Because I do believe you love me, and quite frankly, darling, I never thought that was possible. I know I'm not lovable. It's never been a goal of mine." She swallowed. "It's a nice feeling."

August wanted to point out to her that he wanted to know she loved him back, but something in her tone made him stop. He could tell there was something beneath the surface, something she would not let even him be privy to. He had his own secrets, and he couldn't blame her for keeping ones of her own.

He pondered what he wanted to say but he felt something against his shoe. He looked down and saw a large rubber ball. A group of children stopped and stared. One brave little boy approached. August let go of Dorothy's hand and picked up the ball.

"Why don't you return it?" He offered the ball to Dorothy.

She tilted her head.

"Don't torture the poor creature, just give it back."

August did not move. The boy took another cautious step. Dorothy straightened on the bench.

"You are despicable." She swiped the ball from August and looked at the boy.

"Come here, child."

The boy's eyes widened. He looked too frozen by fear to move, but Dorothy's command was answered. He moved forward and she extended the ball. Neither child nor woman got any closer than they needed too. The boy grabbed the ball and ran. Dorothy nearly slipped off the bench from reaching so far.

August smiled to himself.

"I feel that you're reading more into that than you should be," Dorothy said.

August stole a kiss from her lips. She glared at him as he pulled away.

"All I read into that was you will marry me and have my children."

Dorothy scoffed.

"Children? As in more than one little monster?"

August kissed her again. His strategic maneuver to persuade her seemed to be working. While her lips were otherwise engaged she couldn't argue with him. This time she pushed him gently away.

"Darling," she kept her hand on his chest, "how open minded are you?"

August turned his head.

"What? You mean, like a surrogate?" The idea did not appeal to him, but her vanity pretty much knew no bounds.

She dropped her hand from his chest.

"Would you stop about the child thing? You're obsessed."

"That's not what you want me to be open minded about?"

Dorothy moved to the edge of the bench and clasped her hands together in her lap.

"I have a rather," she glanced at him over the rim of her glasses as if to gauge his reaction, "unusual past."

August leaned back against the bench.

"Trust me, lady, not as unusual as mine."

Dorothy blinked several times, and then her shoulders relaxed. Her lips curved up.

"Perhaps, we have more in common than we think."

August took her hand.

"I don't care if we have our past in common, but I do care that we share a common future."

Dorothy shook her head.

"You are such a smooth talker. You remind me of Rumples-"

When Dorothy stopped abruptly August watched her with curiosity.

"Of who?"

Dorothy slipped her other hand over his.

"Just someone I knew a long time ago."

August brought her fingers to his cheek.

"Someone that talked you into marrying him?"

The look of amusement on Dorothy face turned abruptly to hatred.

"Heavens no! I'd burn my collection of furs before I'd ever marry that-_that_ devil!"

August held up his hands.

"Easy, Dot. That's pretty drastic for you. If he didn't succeed, then I hope I don't remind you very much of him."

Dorothy said nothing, but the sparkling of mischief and mystery in her eyes gave August a rush of hope. If he worked on it, he suspected he had a chance of convincing the woman he loved to marry him.


	4. Chapter 4

_Thank you for all the lovely reviews, darlings! I can get over the comment about "little wooden devil feet." You are so clever and hilarious! This ship is fun to write so I hope you like where it goes. Enjoy, darlings!_

* * *

"What the hell are you thinking?" Cruella De Vil asked her reflection in the mirror. She fastened her earring and then pulled on her fur coat. August had not talked of marriage since the day on the park bench, but her instinct told her that tonight he would propose. He had been working late hours but she had not seen one new accessory for his motorcycle. She suspected he saved his money for a ring.

With such knowledge Cruella should have refused to go to dinner with him, let alone deck herself out as if she were attending a fashion show. In spite of herself she felt a flutter of butterflies in her stomach. She came down the staircase he made for her and found him waiting near the front door. He looked up at her and she staggered forward. His handsome face and the suit and tie nearly knocked her off her feet.

The voice in her head again scolded her. _Careful, Cruella, you are getting dangerously close to happiness. You know how it will end._

She ignored the voice of reason and reached the bottom of the stairs. August kissed her cheek.

"You look beautiful."

She felt a flush come to her face. Somehow he made her feel the way she did before the bad judgment and gin.

"You're not so bad yourself, darling."

August picked up the keys off the table.

"Are you going to let me drive your pride and joy?"

Cruella swiped the keys from his hand.

"Don't be a fool. No one drives her but me."

They walked to the garage and he opened the car door for her. Cruella turned the ignition and listened to the purr of the engine. August climbed in beside her.

"Where to, darling?"

He sighed and jutted his jaw forward.

"It was meant to be a surprise, but since you can't give up control…"

Cruella took her red gloves from the steering wheel.

"Do I ask to drive your motorcycle?"

She glared at him. He rolled his eyes.

"I got us a reservation at the Skyview Lounge."

Cruella felt her throat close up but she still managed to talk, only at a lower tone than usual.

"That must have cost you a fortune."

"It's your favorite place."

She turned off the engine.

August look at her with curiosity.

"You don't have to do that, darling. You can just ask me to marry you. I'm not big on sentiment, you know."

August averted his eyes. His mouth twisted up and he exhaled.

"Unbelievable," he muttered and then got out of the car.

She watched him round the side and lean against the hood. His eyes stared at the high wall of shrubbery that lined the driveway.

Cruella thought he was acting like a twelve-year-old. She unlatched her seatbelt and climbed out of the car. She shed her fur, as the weather was too warm to wear the coat for anything more than a status symbol. Since it appeared they were no longer going to the upscale restaurant Cruella felt she could be without it for a few minutes.

She stood next to him and reached out to touch his shoulder.

"I don't understand what this tantrum is about."

He pulled away from her.

"You wouldn't."

Cruella copied his posture. She leaned against the hood of her classic vehicle. Silence erupted between them for so long Cruella thought she might explode.

"I know you are just trying to do the conventional thing, but you know I loathe the conventional. Besides, I don't want you to waste your money on an evening out."

The more she talked, the more tension appeared in August's shoulders. His arms were folded tightly.

"I suspect you already spent too much on a ring. I can afford it, darling, you can't."

August's arms unfolded and he took a few steps forward. He turned with one hand on his hip. The anger on his face made Cruella swallow.

"Shut up, Dot, please. Why do you always belittle anything important I try to do?"

Cruella folded her arms.

"Why must you always brood over every little thing?"

He snapped his head up.

"I'm not brooding… I'm…" He looked back toward the driveway. "I hate mooching off you. I want to support our family. I don't want you to have to be responsible for everything. It makes me feel like you pull all the strings."

Cruella touched her gloved fingers to her neck. She lifted her chin and glanced at him down her nose.

"Darling, can I help it if you have no marketable skills?"

August took a few steps toward the driveway. He ran his hand over his scruff covered chin.

"Wow!" He chuckled bitterly. "Sometimes, I wonder why you are even with me?"

Cruella smiled.

"Only sometimes?"

He lifted his hands.

"Aren't you ever serious?"

Cruella crossed the driveway and wrapped her arms around his waist.

"Where's the fun in that?" She asked huskily in his ear.

August pulled her hands away from his body and put more distance between them by walking back toward the car.

"You know what I had in mind tonight, but I don't think I can go through with it. I know you will never want me as much as a car," he put his hand on the hood, "or a coat or a piece of jewelry. I bring nothing you want to this relationship."

He met her eyes with a piercing stare. Cruella studied him like a child might study a wild animal in a cage. She understood what he was, but to see it so plainly on display before her captivated her. She felt a breeze around her shoulders and wished she had her coat with her.

She sauntered to the car and stood across the hood from him.

"You're right. I will never want you like I want a car, or a coat or a piece of jewelry."

She watched his jaw clench and his eyes fill with disappointment. Cruella inhaled and felt her body tremble.

"But, the truth, darling, is that I _need _you. You don't need me, but I need you."

August pinned his eyes to her but she avoided his gaze. She had a hard enough time admitting the truth without staring into his lie detectors. He started to speak but she held up her hand to stop him.

"You are a strong person. We both know you could leave me at any moment and be no worse off, but I will never leave you."

August stood motionless. She took advantage of his silence by continuing.

"Usually people with a moral compass annoy me, but yours is slightly off kilter enough to be tolerable. In fact, it makes me want to be a better person, and believe me, darling, that's a thought that has never crossed my mind."

She finally turned her full attention to him. He used the sleeve of his coat to shine a part of the hood. Rather than ignoring her, she knew he was deep in thought. She spent enough time with him to know his mannerisms.

"As for not bringing anything to the relationship…"

He looked back up to her. She rounded the hood and put one hand on her hip. The other she lifted into the air.

"When we do have children, and by children I mean two is my absolute limit," she cut her hand through the air and gave him a look. "You will have to be both mother and father."

She saw a grin pull at August's mouth but he quickly smoothed it away.

"I don't change diapers, I don't sing lullabies and I certainly don't cook breakfast before school."

She straightened her back.

"I do, however, expect our children to be well-fed and trim. The best groomed, cleverest and most popular of all the brats at private school. You may also teach them to always let their conscience be a guide and other ridiculous things like that if you want."

Cruella rested her elbows on the hood of the car and leaned toward him.

"I'll provide the material wealth, darling, but you will be responsible for something far more important. Or at least, that's what they tell me."

She slid off the hood and tossed the keys to August. He caught them in mid-air. His eyes widened.

"If you can live with that arrangement then drive me to the Skyview Lounge."

Cruella left him standing on the other side of the car. She retrieved her coat from the driver side and rounded the back of the vehicle. She pulled on her coat. August reached for the passenger side door. She waited for him to open it, more than a little relieved he still wanted to go with her. She tried to calm her pounding heart.

August fell to one knee and her heart continued to thump loudly. He reached into his coat pocket and pulled out a small black box.

"Darling, you're kneeling in a puddle."

"I don't care." He did not break eye contact. "Dorothy Madden, will you do me the honor of becoming my wife?"

She took off her red glove and swiped the box from his fingers. The diamond inside was not the largest or most impressive, but it would make a nice addition to her collection. She took it out to try it on for size, but August slapped her fingers away. They wrestled over the ring for a few seconds before he won the struggle.

"Let me." He glared at her and she smirked back. He slipped the ring on her finger and they admired it together.

"It will do." She said, rather unimpressed. "The commitment is worth more than the symbol anyway."

"Is that a yes?" August asked.

Cruella put one gloved hand and one ungloved hand on each side of his face. She kissed him with all the pent up passion she had stored at the thought of never getting a happy ending. Perhaps, being banished to this land without magic meant she could finally have the life she never knew she was missing.

When they parted August's heavy breathing echoed her own.

"That, darling, is a _hell_ yes."

August smiled and opened the door for her.

"Mrs. Booth." He said with a bow.

She returned his grin with a sly one of her own as she slipped into the passenger seat. She liked the sound of Mrs. Booth.


	5. Chapter 5

August watched his wife sleep next to him under the zebra striped sheets of her overtly glitzy bedroom. Late last night she snuck out of bed to remove her makeup, and early this morning she repeated the action to put it all back on. He laughed inwardly. He found her vanity endearing and a little sad.

Her two toned hair fanned out on the pillow as if she arranged it that way. He knew she wasn't really asleep, and didn't put such an orchestrated show out of her ability. August was content just to watch her. The curve of her red lips, and the white skin of her bear shoulder peeking just out over the sheets filled him with pride. She was his. Committed to him now and forever. He never knew such responsibility or such joy. He was determined to make their lives rich and full in everything but the monetary. That he would leave to her.

"Are you going to wish me good morning, darling, or are you just going to stare?"

August grinned. Dorothy did not open her eyes.

"Good morning." He slipped his arm around her waist and pulled her closer to him. Her lips curved the slightest fraction at the movement.

"How does it feel to have spent one whole day as Mrs. August W. Booth?"

"The same as any other day, with the exception of a few new accessories."

Dorothy pulled her hand free of the sheets and opened her eyes. She let the morning sunlight catch the diamond of her engagement ring. August brought his hand up next to hers. The matching wedding bands were plain solid silver. Dorothy insisted on silver. The color went better with her diamonds and furs she informed him.

They leaned together until their foreheads touched. August closed his eyes and inhaled her sent. Cool mint with a hint of black licorice.

"So, now that we're married, can I ask you a personal question?" August drew back and looked down at her. She met his eyes, and he was surprised to find unabashed love staring back at him.

"You can ask, darling, but I guarantee no answer."

August let go of her hand and reached up to brush a white strand of hair over to the side that was black.

"I've seen your stylist cut your hair, but I've never seen him add highlights. This can't be natural, can it?"

She broke her gaze.

"It's always been that way, as long as I can remember. I suppose I could go one solid color but it felt too much like hiding who I really am." She gave him a clandestine glance, as if she expected some kind of crazy reaction from him. He felt the smooth texture of her hair between his fingers.

"I like it. It makes you kind of magical."

Her eyes glanced up to him. He took his attention from her hair at looked down into her eyes. She blinked a few times and then her tightly pulled expression relaxed into a sly smile.

"Don't tell me you still believe in magic. That's very immature."

August rolled onto his back and put his hands behind his head so his elbows landed on each side of his pillow.

"I am immature. It's fun. You should try. Let's say, hypothetically, that magic is real and you could be anyone in the En… the land of magic. Who would you pick?"

August felt Dorothy's hand find its way to his chest. Soon her head rested in the crook of his neck.

"If you ever tell anyone I admitted this I will kill you."

August half believe her threat from the tone she used. Her cold words did not match the feel of her body in the bed next to him.

"I would like to be Re-uh-the Evil Queen."

August took one arm from behind his head and wrapped it around her shoulder.

"The Evil Queen?" He remembered Regina from the Enchanted Forest and a shiver found its way down his back.

"She's rich and powerful, and the wardrobe, darling, the wardrobe."

He should have laughed, but his past got the better of him.

"But she has a lonely, empty life filled only with plans of revenge."

Dorothy lifted her head up to look at him.

"You talk like you know her personally."

August felt like he had been caught in a lie. His body tensed and he hoped she couldn't feel it.

"No, not… Not personally." He tried but he could formulate no lie. He touched his hand to the tip of his nose, just to make sure.

"What about you? Who would you be?"

August opened his mouth to reply, glad she changed the subject. She propped herself up on her elbow and looked down at him.

"No, wait, let me guess." The glint of mischief in her ice blue eyes made him smile.

"Prince Charming. You have the chin for it, darling." She touched her index finger to the cleft in his chin and laughed. He tried to catch her finger between his teeth but she moved to quickly. She laughed again. He moved up to rest on his elbow and faced her.

"Nah, that's too noble for me. Unless, of course, you'd be my Snow White."

"Absolutely not!" Dorothy's vehemence startled him.

"That melatonin deficient brat is not the heroic damsel everyone thinks she is."

August stared at her. She seemed to realize how she sounded and suddenly looked embarrassed.

"Now who's talking like they know a fairytale persona?"

Dorothy shook her head and fell back onto the pillow in a pout.

"This is a stupid game, darling, and I don't like it."

August used his index finger to trace a line down her long neck and to the edge of the sheets.

"Then what would you like to play?" August grinned at her, and her sour mood seemed to dissipate.

"The marriage game, for as long as you'll have me."

August suspected Dorothy planned for the comment to come out with the same biting sarcasm and wit that normally accompanied her tone. She succeeded at first, but she could not hide the deep emotion rooted in the meaning of the words.

"Happily ever after."

Dorothy stiffened and August turned his head to the side. Most women would have, and did, like when he talked romantically to them.

"Say what you will about our future, darling, but don't ever _ever _say that again."

August leaned down close to her. He thought if he neared her he might gain more insight into her strange reaction.

"What? Afraid I will jinx it?" He chuckled to himself. He saw in her eyes what looked like brimming tears. She wrapped her fingers around his neck.

"You have no idea," she said just before her mouth captured his.

For a brief moment he thought about asking her to clarify her meaning, but the wicked ways of his new wife banished all other thoughts from his mind.


	6. Chapter 6

_Thanks for the reviews!_

* * *

August pried his fingers out of the dashboard and checked to see if they left an imprint. Dorothy let her classic car slide to a stop in the icy parking lot of the Walgreens convenience store.

"Crazy women drivers!"

She turned off the ignition and gave him a blank stare.

"What?"

He shook his head in disbelief. They nearly died six times on the way to the store and she honestly had no clue how bad her driving was. Instead of bothering to explain what he knew she would never comprehend he looked across the snowy parking lot. The red glow of the sign bounced off the flakes of falling snow.

"Have you ever even been in a Walgreens, Dot?"

She buttoned up the black and white fur coat.

"There's a first time for everything, darling."

She reached for the door handle but August didn't move. He put his gloved hands under his arms and tried to warm up.

"I'll wait here. Whatever is so urgent we had to risk our lives for I'm sure you can find."

She glared at him.

"I need you to help me."

He unfolded his arms and blew on his frozen fingers.

"It's Walgreen's, Dot. It's not rocket science. It's call commerce. Remember you have to give them money before you walk out of the store with something."

Her eyes turned as cold as the air outside. He ignored her and slouched down in the seat.

"Hurry up, I'm freezing," he added.

She growled and opened the door. He jumped slightly as the car rocked with the force of the slammed door. August watched his wife strut across the parking lot. Her four inch heels and black leather pants caused her some inconvenience as she navigated the snow and ice. August shook his head at the sight. He wished he had a video camera. Too bad no one else was around to see the tall, elegant lady in high heels and diamonds prance into Walgreens in the middle of an epic snow storm. He was sure if there was a reporter nearby she could have made headlines.

He turned on the key she had left in the ignition. He cranked the heat up full blast and pointed all the heat vents toward him. He planned on keeping the heat that way even after Dot got back. Served her right for nearly killing him on the way there.

August leaned back in the seat and closed his eyes. He refused to move until the heat kicked in and unthawed his ears and fingers. With eyes closed he contemplated his wife's behavior.

For the last week Dot had been acting strange. The fact she didn't just ask one of her enormous house staff to make an errand run for her struck him as odd.

Ever since they married, August noticed a distinct softening of her personality. The change came on so gradually he doubted she realized it, but the dark black of her ruthlessness had lightened into a pale gray. From the bits and pieces of overheard conversation he understood her business had not erupted into success as she had been confident it would.

He knew this was in part due to the fact that her normally vivacious business tactics had become less potent now that he was in her life. With his eyes shut and the car slowly warming, August smiled to himself. Inside he felt warm too. His wife was on a new and exciting path. Her potential had no limits now that it was unlocked. August felt partially responsible for helping her find her way. He liked being her conscience.

His turn of thought led to yet another. Maybe she didn't send her servant to the store because she wanted to spare the poor maid a drive on the treacherous roads. Maybe. The possibility helped warm August.

* * *

Cruella De Vil stepped through the automatic doors of the store called Wall-Greenbush-Something and brushed the snow from her fur.

She looked around. The cash register was to her left. A lone employee looked up from her cell phone.

"Hi. Welcome." The greeting was less than enthusiastic.

Cruella lifted her nose and ignored the peasant. She walked down the outside aisle and passed a wall of different make up items. Her heels clicked on the tile department store floor. She hated being in a place that attracted so many common people. At least the blizzard kept the store half empty.

She rounded the corner toward the back of the store. Her search reaped no results until she found the row of toothpaste and dental supplies. She suspected she neared her goal. She slowed her walk and the action attracted the attention of another employee. The pimple faced boy looked up from the shelf he stocked.

"Can I help you find something?"

She looked him from head to toe and did not hide her disgust.

"No."

He swallowed. She knew her tone was harsh, but she wasn't about to ask for what she wanted, let alone ask some ugly little teenage boy. Cruella strolled down the aisle of allergy medicine, humidifiers and aspirin. At the limit of her patience she growled and prowled down the next aisle. She finally found the object of her search.

Cruella put her hand on her hip and took in the wide array of choices presented to her. She put her hand over her mouth and narrowed her eyes. Mustering her courage, she reached out and picked up one of the rectangular boxes to examine the fine print.

"Finding everything alright?" Another employee asked.

The unexpected visitor surprised Cruella so much that she dropped the box and stumbled forward. Her gloved hand landed on the shelf. She succeeded in balancing herself but clumsily knocked over half dozen more boxes.

Cruella clenched her teeth and closed her eyes. When she opened them she looked down at the pile of pregnancy tests strewn across the floor. The employee quickly bent down and started gathering up the mess.

"Oh, sorry, hun. I didn't mean to scare you."

Cruella almost never felt embarrassed. At least this employee was a kindly looking middle aged woman. She stood up with her arms full.

"Find what you're needing?"

Cruella smirked.

"I…" she hesitated. The woman shoved the tests back onto the shelf. "I need to get my husband. I refuse to do this by myself. The little… _darling_, wanted to stay in the car."

The woman nodded.

"Need me to go kick his butt in here?"

Cruella usually hated most people she met. They rarely amused her and almost never understood her. On this rare occasion, Cruella hid a smile at the camaraderie she shared with the older woman. Cruella stroked the fur near her neck.

"No, darling. I'll do it. I'm an expert, actually." Cruella strutted passed the woman and turned.

"But, thank you."

The woman saluted Cruella without making eye contact. With her momentary insecurity now gone, Cruella braved the cold.

* * *

August felt himself on the brink of a peaceful sleep in the toasty car. A blast of cold air hit his face and left traces of ice crystals. August jetted alert. He opened his eye and saw his wife towering over him. His other eye opened. She stared him down with savageness in every fiber of her being.

"August, stop being a jackass and get in here and help me!" The wild command might have scared him if he didn't know her so well.

She was his wife, and so the unexpected order irritated him. He sank deep into his seat, with no intention of appeasing her current whim.

"Come on, Dot, pull up your big girl panties. I know you can do it. Buying something at the convenience store is not that hard."

He reached for the door to pull it closed but his wife refused to move. It was then he really looked at her for the first time in days.

"Yes, but I've never purchased a pregnancy test before. Have you, darling?"

Her sarcastic tone was the last thing he heard before the door slammed. His fingers narrowly missed a nasty accident. She left him in the car and walked back toward the store.

He opened the door and started after her. His mind raced. He stopped her by grabbing her arm.

"Dot, are you…?" He tried to read her expression through the flakes of snow. He could not formulate the words.

"Annoyed with you? Yes."

He didn't care if she wouldn't talk to him for a week. Even the thought that she might be…

"Dot. Do you think you are…?"

Her expression softened slightly. He loosened his grip on her arm.

"I'm not sure, darling." Her eyebrows lifted. "Hence the test."

He let go of her and turned a complete circled in the parking lot. His head felt like it might float away with the drifting snow. He started to move in what felt like slow motion but Dorothy did not follow. He turned and gave her a questioning glance.

"If you saw a fully restored classic with the door open, engine running and key in the ignition, would you steal it?" She put her hand on her hip. August narrowed his eyes and then looked around her to the car in the distance.

"Sorry," he said as he passed by her. "I'm a little delirious with excitement."

Her lips curved upward only a little as she looked at him from under her brow. He jumped into the passenger side of the car and reached across to grab the keys. He turned all of the heat vents to the driver's side then locked the door and closed it. When he reached Dot's side he wondered if his wife was really as calm about the whole thing as she appeared to be.

August's stomach twisted into knots of hope, happiness, and fear. He might be about to become a papa. A real papa. He wished his own papa could see him. Geppetto never thought he would have a son. August shook his head. Geppetto would never believe he had a grandson or granddaughter as well.

"What are you thinking?" Dot asked as they entered the store together.

"I wish I could call my papa. Tell him the news… if we have news."

Dot stopped. She blinked a few times as she looked at him.

"I didn't know your father was alive. You said you didn't have family."

August took her hand as they walked toward the back of the store.

"He's not in the picture."

He knew the cryptic comment peaked her curiosity and he scolded himself for even bringing up the subject. He suspected that somewhere down the road Dot would call him out about his papa being alive. Geppetto's life, however, was not the one that concerned August at the moment.

Dorothy stopped in front of a large shelf.

"See. A million options, darling. Which one do you think?"

August brushed passed her and examined the different labels. He tried to read the small print but his head buzzed with excitement. He looked over at Dot and found her deep in concentration over a box as well. August put the carton back on the shelf and left his wife for a brief moment. He found a basket and returned. With no ceremony he tossed about six different cartons into the basket. Dot looked from the basket to his eyes.

"But we only need one." She waived her hand in the air.

"Might as well stock up."

"For what, darling? The baby apocalypse?"

August ignored her comment and took her by the hand. He led her back around the store and to the front cashier. The woman behind the counter put down her phone and looked into the basket. August watched her face turn slightly red as she looked back up at the two of them. Her eyes darted from Dot to August and back to Dot.

"What?" Dot dared the girl to speak.

August wanted to somehow warn the employee not to answer his wife, but his clandestine signals went unheeded.

"This is totally the last thing I would have expected _you _to buy." The poor kid looked like she regretted the words almost before she finished saying them.

Dot's lips curled into a wicked grin. She placed her gloved hand seductively on August's chest. He saw his own surprise reflected on the face of the person across from him.

"Now, now, don't be jealous." She kissed his cheek. "He's _my_ love slave."

The girl's face turned an even brighter shade of red. August felt sorry for her, so he wiggled free of Dot's hold and picked up the plastic bag.

The employee cleared her throat.

"Twenty four eighty five."

August handed her the bills.

"He's not too bright about money though," Dot gave August a look. She turned back to the cashier. "But I don't need him for his brain."

She winked at August and then strolled out of the store as if she owned the place. August shook his head and met the eyes of the cashier. Dot sufficiently embarrassed all present except herself. August knew she was too self-obsessed to see anything wrong with her behavior.

"She's like that," he offered. "We're married." He flashed his ring and felt a little insulted by the look of shock on the girl's face.

"I'm glad she's not gonna be my mother," the cashier said.

August decided the judgmental cashier deserved the embarrassment. People who insulted his wife never ranked with him.

As he joined Dot in the parking lot he reassured himself that the cashier was wrong. Dot herself was even wrong. In spite of everything indicating otherwise August knew Dot would prove to be a loving and compassionate mother. Not for a moment did he doubt. He was too in love to see anything but his happy ending.


	7. Chapter 7

The wind howled and snow tapped on the outside window of the Madden Estate. Inside the window Dorothy stood next to the fireplace. August watched her from the couch. Her slender unmoving figure looked almost like a statue. The diamond necklace she wore was obscured beneath her folded arms. August never saw her look so fragile.

"How much time left now?"

August glanced at his watch.

"Three minutes, thirty seconds."

Dot growled and paced across the fireplace like a panther in a cage. The blaze of flames usually calmed her nerves. On cold winter nights she would snuggled up next to him on the couch and they would watch the fire for hours. Being so relaxed with fire so close made August feel like he was living dangerously.

"Take your mind off it." August leaned back into the plush cushions. He let his ankle rest over his knee. His used his posture to mask his own impatience.

"That's easy for you to say. You're not the one who has to squeeze a cruise-ship out of a garage meant for a Zimmer Golden Spirit. We can't all turn into a dragon and drop an egg like…"

She stopped suddenly and ran her fingers up her arm. Dorothy looked at him with breath held.

August chuckled. He liked her rambling. He found the strange things she said to be a whiff of fresh air. Probably because they often reminded him of home.

More to the point, August did not envy her the act of childbirth but he wasn't about to make the mistake of admitting it.

"What do you want, a girl or a boy?"

Dot resumed her path in front of the fireplace.

"A boy, darling. Girls are too much trouble."

August forced himself not to move to the edge of his seat. He compensated for Dot's nervous pacing by keeping his own posture relaxed.

"August Jr.?" He smiled to himself at looked at the floor. "I like the sound of that." He looked back up to her. His eyes followed her from side to side.

"But I want a girl too."

Dot scoffed. She put her hand on her hip and tilted her head to the side.

"Why, darling? Girls are unruly. Besides, there is only room for one of me in the world."

August bit his bottom lip. He knew just how to convince her and he couldn't help grinning about it.

"Think about it, Dot. Don't you want a girl to take shopping with you?"

She looked at him from under her thick eyebrows.

"A nuisance. She'd only slow me down."

August put his hands on his ankle. He wanted to move to the edge of the seat but he forced himself not to let his wife's anxiousness get to him.

"Or an apprentice…" He watched Dorothy lift her eyebrows.

"Someone to carry-on and refine your unmatched fashion skills."

Dot pursed her lips together and stopped in front of the fire place. He watched her as her mind processed his words.

"They are unmatched, aren't they?" She ran a hand over her leather pants and blouse then touched her bracelet.

"A little girl you could dress up, like a real life doll. A real girl not made of wood."

Dot removed her hand from her hip and let her other rest on the mantel.

"Since you put it that way…" She drummed her nails against the marble. "How much time now?"

August looked back at his watch.

"One minute, fifteen seconds."

"Ugh!" Dorothy resumed her pace. "I'm not impatient darling, I just hate to wait."

Dot folded her arms and broke free of her regular path to stand by the window. Snow clung to the outside. August felt her frustration but he was more concerned with distracting her than dwelling on the test results.

"I think we need to have one of each."

Dot fingered the chiffon drapes.

"But remember only two at most, darling. The worst curse of your life could be life with three…" She almost said De Vil but she caught herself. "…three Madden women."

"I know, I know. But it's our happily ever after."

She whipped her head around to look at him over her shoulder. She stalked across the room with a force that made August swallow. He tensed as she bore down on him with wildfire in her eyes.

"I warned you never to say that about us again!" She shoved her slender finger into his face. The diamond necklace danced in the air between them.

August gently soothed her pointed finger into his hand.

"You don't want to be happy?" He did not understand her reaction.

She straightened and the necklace fell back into place.

"Of course, I do." There was a sadness in her tone that he did not understand.

August stood up and brushed Dot's dark hair over her ear. He kept his hand over hers.

"Thirty seconds left. Come on."

He led her to the kitchen counter where the single white strip rested in a glass jar. As they approached she stopped and August turned back to look at her.

"What?"

Dot inhaled deeply.

"I don't think I can do this. I am not mother material." Her face turned dark. "You have no idea who I really am."

August reached out and clasped the long diamond necklace. He used the chain to pull her toward him. He touched his forehead to hers.

"I believe in you. I believe in your beautiful heart. I see it, Dot, even if you don't. Don't ever forget that."

Dot put her hand on the back of his neck with an iron grip.

"Please don't ever leave me," she whispered with desperation.

August chuckled at her silly fears. He kissed her and then moved toward the table.

"Come on, it's time."

She nodded at looked up at him like a small child with complete faith in a parent.

"You look, darling."

He let go of her hand and went to the glass jar. He looked down at the white plastic strip. He frowned.

"Well? Tell me. I'm aging as we speak."

He turned to face her.

"This was only the first try. It's only a matter of time. You know that." He tried to keep the disappointment out of his voice.

"Are you serious? I'm not pregnant then?"

August saw her features tighten.

"Not according to this."

"Damn."

Dot marched out of the room. Before she turned August saw some of her natural glow fade away. He hurried and caught up to her in the hallway.

"Hey, are you alright?"

She avoided his eyes.

"You just got me rather used to the idea." She inhaled to continue but stopped herself. August saw the tears plainly in her eyes. Her emotional display surprised him but he appreciated the opportunity to really be a husband. He wrapped his arms around her and she latched onto him. He felt her tears wet the fabric of his shirt.

"How could you not be a good mother, Dot? You already love our kids and they aren't even here yet." He smoothed his hand over her shoulder and back. She choked out a half laugh half sob into his shoulder. She let him hold her for a few more minutes before she abruptly pushed out of his arms.

"I need to make some business calls."

He let her go. August watched her as she walked down the hallway and to her home office. There was a finality in her step that he did not understand. She acted as if this moment were the only chance at happiness and that now it has slipped away forever. He was eager for the day when their first child was born so he could tell her "I told you so."

* * *

Cruella hurled her cell phone at the wall and it shattered into pieces. She snarled. The business rules of this land without magic caused her to break many technological devices. Rather than dive into her computer and fight the onslaught of emails about her latest investment controversy she walked to the window. For the first time in her life she wanted something other than the material. She wanted the company of her husband.

She pulled on a fur, picked up her purse and keys and climbed into her car. August had been working on a project in the home of a rich neighbor. Cruella calmed her thoughts of revenge on her idiot business partners and focused on August's face. If she hurried she might catch him before he ate his lunch. She decided to treat him and herself to a nice day out. He had been working long hours and even staying overnight on occasion, though Cruella had such trust in him she didn't not consider the action strange.

She pulled into the driveway of the mansion just down the road. Had her cell phone not been shattered she would have called to let August know she was on the way. She felt a little awkward when she knocked on the door of a semi-stranger, but her vanity managed to push away any discomfort that threatened.

The woman who answered held a cat in her arms. Her eyes raked over Cruella and a hint of distain touched her lips.

"Can I help you?"

Cruella wondered why a maid or housekeeper hadn't answered, but she wanted to see August enough that she didn't mind admitting to a peer that she was married to the carpenter.

"I'm looking for August Booth."

The woman's aged brow wrinkled.

"Who?"

Cruella put her fingers to her diamond necklace.

"The handyman working on your house. He's my husband. With all the late nights and weekends, I should think you would know him."

The older woman's eyes lit up with understanding. The distain on her lips seemed to fade a little.

"Oh, August. Sweet boy. You're a lucky lady. No, he finished a few weeks ago."

Cruella blinked.

"Excuse me?" Her hand flew up to her chest.

The old woman let the cat drop out of her arms. The flush of embarrassment that Cruella should have felt appeared on the face staring back at her.

"You didn't know?"

Even Cruella's vanity could not overcome the awkward turn of the conversation.

"He must have moved on to something else and it just slipped his mind." Cruella hated explaining herself. She did not wait for a reply from the older woman. She strutted down the front steps and cursed under her breath.

She climbed into the car and put her hand on the wheel. For several minutes she sat and thought. Why would August not tell her? Where had he been going the last four weeks? Her heart sank. She swallowed down a dry throat. She feared the beginning of the end. She turned on the car and peeled the wheels as she pulled out of the driveway.

When she got home she started frantically cleaning. Every room in the house had already been cleaned by her maids, but Cruella didn't care. She pulled on yellow rubber gloves and got down on her hands and knees with a bucket of soap and water. After the lobby and kitchen were polished to a glossy sheen she stood and stretched her back.

She went to the refrigerator and pulled out the contents. She turned on the stove and began to cook. Vegetables, meat, cookies, fine cuisine dishes, and frozen pizza. If it was in the fridge she cooked it. Anything was better than thinking about what her husband might be up to.

By the time she heard August's motorcycle rumble into the driveway she had a table set with enough courses for a large dinner party. She wiped a small bead of sweat from her forehead and then went to the front door.

In spring and summer, August never pulled his motorcycle into the garage. She knew he would come in through the front door and she wanted to greet him there.

She opened the door and watched him climb off the motorcycle. If he had just returned from a romantic tryst with some other woman, Cruella could not tell. He approached her with lifted eyebrows. He did not seem displeased to see her.

Before he even reached the threshold of the door Cruella snaked her fingers around his shoulders and kissed him. She did not let him go until the need for air force them to part.

August cleared his throat and held her by the waist.

"I'm not complaining, but what was that for?"

"I made you dinner, darling."

She led him by the hand into the dining room. The spread of different plates of food filled the mansion with a pleasant aroma. He let go of her hand and ran his own through his hair.

"Dot? You did this? I thought you couldn't cook?"

"Just because I don't doesn't mean I can't."

Cruella strolled over the table and picked up a piece of sautéed shrimp.

"Try this, darling. It's delicious."

She forced him to eat the piece of food from her fingertips. His eyes lit up with surprise. The smile of delight was too tempting so gave him a peck on the lips.

"Are you feeling alright?" He asked with his mouth full.

"Can't a wife fix dinner for her husband?"

August shook his head and walked around the table with his fisted hand under his chin. He examined each entrée and then put his hands on his hips.

"Seriously, what is up? Is this you trying to tell me you are pregnant?"

His genuine hope cut through her like a sharp knife. She frowned.

"Are you happy with our marriage?"

August dropped his hands from his hips and narrowed his eyes.

"What kind of question is that?"

Cruella felt anger and fear constrict her throat. He didn't answer the question.

"Wait a minute…"

August scanned the room. Apparently not finding what he searched for he walked out. Cruella followed him and watched him repeat his scan in each room until he reached her office. His eyes focused in on the pieces of the cell phone on the floor.

"Ah-ha. You had a bad day at work." He knelt down and picked up the pieces.

Cruella folded her arms.

"I went to find you. I wanted to go to lunch to take my mind off it."

August looked up at her from under guilty eyes.

"Oh."

Cruella glared at him.

"Oh, is right."

He started to stand up but she stormed out of the room.

"Wait, Dot," he called after her. She did not stop until she reached the living room. He was hot on her heels. She liked the new location because there were larger objects to throw at his head.

"I finished that job a while ago."

She pressed her lips together and jutted her hip forward.

"I know." A strand of white hair fell into her face. "What exactly have you been doing all day and night for a month?"

August avoided her eyes.

"I… I've just been pounding pavement. Looking for a job…" He reluctantly met her gaze. "But I wasn't worried about it. You said to leave the monetary to you, so I have been."

She wanted to be angry about his answer but he practically quoted her own words. She inhaled and fought the desire to throw the lamp.

"Where have you been looking? Maybe I can help." She wished she spoke out of a genuine desire to help him and not the need to know exactly where he had been. More importantly, who he had been with.

He avoided her eyes again.

"Just around. I've got it handled."

Cruella clenched her teeth. August approached her cautiously. He cupped her cheek with his hand and tried to turn her head toward him but she resisted.

"I'm not going to leave you, Dot. I love you."

Despite her irritation with him she believed his words. She wondered if he was deceiving both of them.

"You love me or you love my money?"

He dropped his hand from her face and exhaled. He shook his head.

"Unbelievable."

She felt him slipping away from her.

"You've been spending a lot lately, darling. Not that I mind, but I'd appreciate you telling me where my money is going."

August ran a hand through his hair.

"Okay, okay, I'll cut down on the expenses."

Again, not the answer Cruella wanted.

"You should eat before it gets cold."

She went to the table and pulled out the chair.

August stared her down for a few seconds, then obeyed her order. She left him alone at the large table and went to her office. She closed the door and picked up the office phone. The voice that answered was the craggy rasp of her hired gun.

"It's Cruella. I need your help, darling."

She listened to the remark on the other end.

"No, nothing like that this time. I need you to follow someone and report back."

The inevitable question was asked by her contact.

"No, darling. This time I want you to follow…" Cruella gritted her teeth with the admission she did not want to make, "my husband."


	8. Chapter 8

_Thanks so much for the reviews, darlings! I'm so glad you have been enjoying this story (for the most part)... I know it's sad but what makes a happy ending so great is when you think you won't be getting one :) I am with all of you and can't wait for Cruella's episode! Thanks for reading! _

* * *

Time and winter storms weathered a distinct amount of character into the outside walls of the abandon warehouse on the docks. The once fresh cut pinewood looked dingy and the knotholes were as visible at night as they were in daylight. Not that Cruella visited it much at night.

She slammed the car door and hoisted her fur up on her shoulders. She thought twice before she touched the rusted door handle with her red gloves. She used only two fingers to swing the door open. The creak of the old hinges thwarted her attempt at a clandestine entry.

Her heels clicked across the cracked concrete. In the center of the empty room stood a single table and two chairs. A surly looking man in a black trench coat leaned against the table. He looked up and inclined his chin when he saw her. She said nothing until she reached the other side of the table.

"Well, darling?"

He gestured toward the chair.

"It's sit down bad?" She plunked into the chair. "Oh dear."

The man sat across from her. He pulled out a square shaped manila envelope. Cruella waited while he pulled papers from the folder and slid them across the table. She leaned over and examined the credit card bills. Cruella frowned. She had given August his own spending account and knew he had been using it. Until now, she did not know where the money had gone.

"He flies to Portland several times a week. He even has a small apartment up there."

Cruella picked up a bill for a relatively inexpensive motorcycle. Her breath grew shallow with the shock that her husband had been leading a double life. How could she have been so stupid?

"Sometimes, he meets up with a blond that drives a yellow bug."

Her contact removed photos from the envelope and pushed them toward her. Cruella saw long distance shots of a woman with long straight hair. She wore glasses. She was pretty. In several of the pictures she was with a scrappy looking man.

"Where is August in these?" Cruella asked. She needed to focus on something other than the splinters jabbing at her heart.

"That's the thing, boss. I never have actually caught them together."

Cruella dropped the photo and looked up with a lifted eyebrow.

"But they_ are_ having an affair?"

The man leaned back in the chair. He folded his arms and a smug smirk appeared on his face.

"He's your husband, boss. You'd know better than me."

She glared at him then dropped her eyes back to the photo of the blond. There was something familiar about her. Something familiar but not in a normal way. Cruella felt a surge of magic in the photograph under her fingertips.

"You want me to keep following him and see if I can snap a compromising shot?"

Cruella reached into her purse and pulled out a stack of wrapped bills.

"No." She tossed the money onto the table. Her red gloved finger rested on her chin. "No, I think it's time I take matters into my own hands."

The man picked up the wad of cash and tucked it into his inside pocket. He hesitated, then leaned back in the chair again.

"It won't cost you extra, boss, but my opinion is your man is still in love with you."

Cruella nearly bit his head off for butting into things that were none of his business, but curiosity got the better of her.

"Why say that, darling?"

He took out another set of photos. They showed August performing various activities. Washing her car, picking up her dry cleaning, buying expensive perfume which she had seen on the credit card bill. The most touching photo showed August looking longingly into a window that had a rack of toddler clothes on the other side.

"Because the only compromising position I've caught him in has been with you."

Cruella stiffened. The hired help wisely retreated before Cruella could ask him exactly what he meant. She hired him to spy on her husband but not to spy on her!

Cruella stewed over the photos, bills and double life of her husband for two days before she acted. She woke early on the third day but only pretended to leave for work. She pulled her car around a hedge just down the street and waited until she saw August leave. She followed his motorcycle at a distance until he pulled into the airport parking lot.

Cruella put on her sunglasses and climbed out of the car. August entered the building and Cruella waited until she was sure he wouldn't spot her. Blending in and being subtle was the opposite of Cruella De Vil and she knew it.

From the nook just outside of the ladies bathroom Cruella watched August as he used cash to buy a plane ticket. Thanks to her hired spy she knew he was going to Portland. She took the next flight out, so catching up with him when she arrived in the city proved to be tricky. She rented a car and sorely missed her own.

Playing the spy game, however, was much easier without the recognizable classic ride. She pulled out one of the bills and examined the address of August's apartment in the city. She waited on the corner near the apartment complex until she saw him exit the building. The sun set and Cruella was half asleep by the time he appeared. August climbed onto the shabby motorcycle. Cruella started the engine.

She followed him around the winding streets at a safe distance. She watched him park near a rundown house. In order to avoid being seen she pulled around the corner and parked. She got out of the car and walked across the back alley until she reached the corner of the house where August had parked his motorcycle.

There was a strange looking box strapped above the rear wheel. She moved out of the shadows toward the mysterious box but the sound of footsteps stopped her. She retreated back around the corner in time to see a man run by the motorcycle. He dashed down the alley and out of Cruella's view. She saw August chase him. There were sounds of some scuffling and then voices.

"You got the wrong guy, officer! I wasn't even jaywalking!"

Cruella gripped the side of the house and peered around the wall until she saw the face of the other man. The scrappy one from the picture. August let go of him.

"It's not like that. You want to protect Emma? Come with me."

Cruella put the pieces together and decided that the blond must be Emma.

August led the other man toward the motorcycle and Cruella dipped back behind the corner.

"How do you know Emma?" The other man asked.

Cruella tilted her head to the side so her ear could better hear the answer. The stranger had no idea how much she had invested in the simple question.

"Name's August. And it's a long story, but, trust me, you want to hear it."

Cruella made a fist. August was willing to tell a complete stranger what was really going on but not his own wife? She nearly stepped from the shadows to confront him.

"Alright, August. If you're not a cop, who are you? You got two minutes."

"Think of me as Emma's guardian angel."

"Guardian angel? I'd say you've been doing a pretty crap job."

"I've been looking for her for the past two years. Now I finally find her, and she's robbing convenience stores with some deadbeat. Tell me again who's doing the crap job."

Cruella frowned. Two years? More questions filled her mind. Was Emma some former lover of his who had run away with another man? She turned and gripped the side of the house with her fingers. She moved so just one eye could see around the building.

"Let me tell you something. I'm the best thing that's ever happened to her. Two years? Where were you the rest of her life?"

August did not back away from the man. Cruella had never seen him so determined.

"I'm not perfect. This world? Full of temptations."

Cruella swallowed. _Temptations_. He meant her. In the end she was nothing but a distraction from the path he wanted to be on. She suspected it all along but to hear it confirmed was like salt in a fresh wound.

"Turns out I'm not that great at saying no. I'm not built that way."

Cruella blinked back the emotions that threatened. He was built, it seemed, to tell her lies. So many lies.

"But, I'm here now."

_Yes_, Cruella thought bitterly, _here now for the fashion mishap called Emma._

"So who are you?" The scrappy man asked.

"We were in the same home as kids, and I thought she'd be safe inside the system. But now that she's out? Back then, I promised I would take care of her."

Cruella swallowed back her disappointment. The girl was a childhood sweetheart of her husband's. One it seemed he wanted back. She held her breath unaware of the tear that found a path down her cheek.

"Well, we promised to take care of each other," Scrappy replied.

"You love her. Good. That means you have to do right by her." August seemed pleased that the other man loved this Emma. His reaction brought Cruella out of her depression for a moment. She leaned forward as she realized the situation was more complicated than a case of a simple affair.

"That's all I'm trying to do."

"Then leave her," August replied.

Cruella's hope for her own future crumbled once again.

"Never."

Cruella narrowed her eyes as she studied the other man. She liked him. She wondered if it would come to physical punches between the two of them.

"She has a destiny. And you? This life? You're going to keep her from it. Okay? You believe in magic?"

For a moment Cruella's world came to a halt. Magic? The way August said it brought Cruella's heart to her throat. He knew magic. Really_ knew_ it. The thought frightened her more than the idea he loved someone else.

"I take it you do." The other man had a hint of skepticism in his tone.

"So will you. Trust me. I'm going to show you something… Something that's going to make you look at everything differently. And, when you see what I have in here, you're going to listen. You're going to believe every word I say."

August took a few steps toward the motorcycle. Cruella knew she should back into the shadows but curiosity held her captive. August reached for the box.

"Yeah, right." The other man smirked and then peered down into the box. Cruella watched the look on his face completely change. The scrappy man looked back up at August.

"Okay, I'm listening."

Cruella held her breath.

"There's a curse… And it needs to be broken. Emma, is the key. I was tasked with keeping her on track and you, my friend, just got caught in the crossfire. Now, I'm going to tell you a story. And, at the end of it, you're going to have to make a decision. Will you do the right thing, or not? So… Are you ready?"

Cruella tore her gaze from the two of them and landed flat against the wall of the house. Her heart pounded. She put her hands on her chest like a mummy in a coffin. She felt dead, as if her life had been suddenly ripped away. She listened to August's story.

_Prince Charming and Snow White. The Evil Queen. Red Riding Hood. The Blue Fairy. Geppetto._ Cruella had not heard those names uttered in years.

One thought overcame all the rest. August, son of Geppetto, the boy they called Pinocchio… hero. Cruella De Vil, vampire bat, inhuman beast… villain.

The words repeated in her mind as she blindly stumbled through the alley. _Hero. Villain. Villain. Hero._

By the time she made it back to the car she felt tears on her cheeks. She brushed them away with her red gloves. She looked at herself in the rear view mirror.

"Oh, no, darling. Cruella De Vil does not cry." She tore her eyes from the sight of her ruined makeup. "Nor does she fall in love with heroes." She gripped the steering wheel.

"Cruella De Vil gets even."

Cruella knew exactly what she had to do.

* * *

In the same warehouse, the same man in the trench coat looked down at the paper Cruella De Vil handed to him. His eyes came back up to hers with disbelief behind them.

"You can't be serious."

"I am serious, darling!" She hissed through clenched teeth. The time for games and silly little marriages and thoughts of children had passed.

"Let's say for a minute that there is such a thing and that I can find it on the black market. It's gonna cost you."

Cruella stroked her fur coat.

"I don't care if it costs me everything."

The man looked at her from head to toe like she was insane.

"I know it exists. Find it!" She turned on her heel and took a few steps.

"You know," his voice caused her to stop and turn. He shook his head. "They said you were a witch, but I didn't think they meant it literally."

Cruella lifted her chin, grinned and walked away.


	9. Chapter 9

_Thank you for all the fun reviews and messages. You all are the best! I hope you like this chapter :)_

* * *

August sat in his Portland apartment with the window open. The fresh sea air filled the small rooms with a taste of salt. He let the cool breeze wash over him before he looked down at the pages on the kitchen table. Pages he acquired after the death of a man called the Dragon.

Although August thumbed through the research, his mind filled with thoughts of his wife. He thought of her in front of the mirror, obsessing over her appearance that, in his opinion, was near perfection. He saw her profile next to him at Dairy Queen, insisting to the cashier she wanted a Sunday with Hershey's syrup because the combination of black and white made it chic enough to eat. She often looked beautiful to him, but no more so than when he saw a flash of her weakness and insecurity.

In the last few weeks, Dorothy had been strung out on insecurity like some kind of addict. He hated telling her he had a job out of town. The look on her face nearly split his heart in two. All of his lies piled up and now were beginning to suffocate him.

He studied the picture of the door on the loose page.

_Dot knew_. August did not know how much, but she knew enough to drink more gin than she should. He knew he had to tell her, but his fear of losing her prevented him. How could he expect her to believe he had once been made of wood? That Snow White and Prince Charming and the Evil Queen were real people?

August stood up and ran his hand over his mouth. She would divorce him on grounds of insanity.

The wind blew the drapes, and August felt a surge of hope. Despite everything he still hoped for the best. He believed in his love for his wife and her love for him.

August sighed and started to put the materials back into the satchel. He felt something inside the leather carrying case. His fingers touched the familiar paper of the book. The page he pulled out was folded horizontally and another vertical fold as if it had been in someone's pocket. He undid the first fold and an irrational jolt of excitement overtook him. He peeled back the last fold and revealed a colorful picture.

August saw himself with a little girl hoisted in his arms. The girl had light blond hair, almost white, with a dark streak of black down one side. In the picture August and the little girl looked down at the face of an infant. The baby boy slept in a furry bundle in the arms of his mother. Dorothy cradled him and wore the same expression of joy and contentment that August found on his own face in the picture.

He gasped. For a moment he turned away, then looked back at the domestic scene on the page. He smiled and flicked the paper with his finger.

"I knew it!"

He held up the paper and kissed his wife's storybook picture.

"I knew it! I knew it! I knew it!" He carefully set the page on the table, as if the paper had suddenly turned into some priceless artifact.

"We do get a happy ending, Mrs. Dorothy Booth, and I have proof!"

All at once facing her seemed possible. Before August went to pack for the return trip to New York he folded the page and tucked it back into a hidden compartment within the satchel. He left the satchel in Portland, afraid to present the treasure to indifferent eyes. He would show her, but only when the time was right. Until then he didn't want to risk anyone seeing it.

When August arrived home he took a cab from the airport. For the last few weeks Dot spent late nights at the office. On the rare occasions that August saw her she was cold and distant. Dot's late nights allowed him the freedom to follow Emma without having to invent more lies but the lack of communication drove a wedge between himself and his wife. Emma's sentencing was only a week away and August told himself he could be a husband again after Emma was safely incarcerated.

August pulled the plush armchair toward the fireplace and watched the flames late into the night. He wondered if Dot's sudden interest in her career veiled her need to take her mind off the fact they still hadn't managed a baby. She might pretend otherwise, but he knew it was a sensitive issue. He was bursting to tell her about the page; to tell her everything would work out just how they wanted.

All his willpower was needed to keep focused on his plan. He would have to break the story to her carefully, in pieces, so not to alarm her. She had been under a lot of pressure at work, and August decided the gentle approach was the better option.

He slouched in the chair and laced his fingers together as he watched the flames. In his heart August knew one day he would have to go to Storybrooke. If and when Emma ventured there he promised himself long ago to be at her side.

If Dot understood and he brought her to Storybrooke… If Emma succeeded in breaking the curse… If he reunited with Geppeto… If Geppetto saw how happy he was he knew his papa would love Dorothy as much as he did. August wanted his wife to meet his papa. Again, August had to settle his excitement. The possibility was laced with too many "ifs."

He heard her car roar into the garage. He stood and smoothed out the wrinkles in his sweater. He checked his hair in the mirror and then glanced at the grandfather clock across the room. Half past two a.m.

Dorothy barreled into the living room. She carelessly tossed the keys on the coffee table. She started to take off her coat and jumped when she saw him. She put her hand on her chest.

"Darling, you frightened me."

August smiled but said nothing. Dorothy let the fur drop to the couch. She went directly to the bar; such had been her path as of late.

"You shouldn't have waited up."

August crossed the room and picked up the coat. He went to the closet and put the fur on a hanger. He heard the clank of bottles and glasses. He shut the closet door and went back into the living room.

"We need to talk. Lately seems like there's no time."

She made a sort of cooing sound.

"No, darling. There is no more time."

Her phrasing was strange but he refused to let her sour mood dampen his spirits.

"So let's make time. Right now."

She turned on her heel. Her eyes raked over him and she smiled. With a nod she downed the liquid in the shot glass.

"Fine." She pulled out another glass. "But I need another drink first."

She turned her back to him. He could see her profile over her shoulder as she poured.

"I wager you do too."

With gin glasses in hand she crossed the room. He reluctantly took the offering. If she needed the drink to rally her courage so be it. With what he had to say maybe the gin would help her accept the fantastical.

She swallowed her drink in a single gulp. August heard her mention drinking problems once or twice, but until recently he saw no signs.

She watched him with a frightening intensity. He could see she wasn't about to continue the conversation until his drink was gone.

He shrugged his shoulders and brought the drink to his lips.

"August." Her breathless tone lingered between them. He stopped and looked at her.

"Nothing," she said and averted her eyes to the ground. Dot rarely looked guilty.

He swallowed the liquid and set the glass on the table. The alcohol burned as it slid down his throat, but he relished the pain. He hoped it was the only pain the night would bring.

"Can we talk now?"

Dot rounded the couch, and her red nails slid along the back cushion as she walked.

"Yes, darling, let's talk."

August felt a little light headed.

"Why don't you sit down," she suggested.

August obeyed and nearly stumbled when he sat in the chair across from the couch.

"Now," she said as she poured herself another drink. "Where shall we begin?"

With drink in hand and her other arm folded across her middle she swaggered into the middle of the room.

"Perhaps with the blond you've been following around? Or your secret apartment in Portland?"

August's heart jumped to his throat. He moved to the edge of the seat.

"Dot, it's not what you think. I…" For an instant his eyes went out of focus. He blinked and shook off the sensation.

"Darling, at this point I really don't care if you're having an affair with the princess."

August narrowed her eyes when she said princess. He assured himself it was only a turn of her speech.

Dorothy downed another drink.

"You see what matters is that you are a hero and I am a villain."

August's stomach knotted. Whether the nausea came from Dot's words or the drink he couldn't tell. He slipped from the chair and sunk to his knees. He glanced up at the glass on the coffee table. Traces of the liquid clung to the sides.

"In case you don't know, heroes and villains can't fall in love. For me it ends in rather excruciating pain. So I decided to put a stop to it before that happens."

His eyes blurred completely. He narrowed them and tried to make out the emotions of her face.

"You… you poisoned me?"

She avoided his eyes. With graceful steps she turned in a circle that before now he would have found cute and sexy.

"An act worthy of Cruella De Vil." She held up her arms, with the glass still in one hand.

August strained to intake enough air. He slumped to his elbow.

"Cruella De Vil?"

He looked at her heeled feet and up the elegant evening dress to the top of her two-toned hair. He saw Cruella De Vil. _Villain_. He saw it plainly in every part of her being.

"Yes, darling. You know what they say about me, if she doesn't scare you no evil thing will. Frankly, I find that a bit rude. I mean, I may have killed a few people in my time but I didn't rip out the hearts of all the villagers in the South Woods."

August gasped. If he was about to die then he had things he needed to say.

"Dot, you don't understand. Forget about heroes and villains-there is something I have to tell-"

His wife threw her glass into the fireplace and it shattered into pieces. She bent down until she was eye level with him.

"My name is Cruella. Forgetting is exactly what I plan to do." She straightened and pulled a small blue bottle out of the v-neck line in the front of her dress.

"Complete amnesia is one thing, but to only erase specific memories? To delete a person completely from you mind like you never met? That comes with a price. Hard to believe this little bottle cost me everything." She held up the potion to the light.

Through blurred vision August saw enough still in the bottle for one more person.

"Well, everything but the car."

"You didn't poison me?" August felt an overwhelming sense of joy at the realization.

"I know I'm a villain, darling, but I did love you. If villains are capable, which I doubt."

August lifted himself off his elbow, he tried to stand but he failed. Dorothy watched him with her ice blue eyes. She made no move to help him.

"If what you're saying is true, you had no right, Cruella."

The use of her real name must have caught her by surprise because she took a step backward.

"You should have believed in me like I believed in you. So you were a villain in the Enchanted Forest, so what? That doesn't change the fact I love you."

She scoffed.

"Easy for you to say now. You're about to forget everything."

The room spun but August fought the downward spiral.

"It's not just coincidence that we met. It's magic, good magic. Don't undo it."

She looked down at him. Her empty eyes held no hope.

"Too late, darling." She knelt by his side and touched his cheek. "Forget, Pinocchio. Forget so you can find your happy ending with some," a look of disgust twisted her lips, "hero."

August shook his head. He tried to reach out for her but he forgot how to move his hands. The firelight in the room turned to ember. She cradled his face and gently guided his head to her lap.

"What… what about our children?"

Cruella's fingers touched his hair. He inhaled and committed to memory the whiff of cool mint and black licorice.

"A fools dream, darling. Besides, I never told you. Insanity runs in my family. Geppetto wouldn't want that. Having a puppet for a son is bad enough."

August tried to move his arm up so he could touch her face, but his entire body was paralyzed. Her fingers stroked his hair.

"Don't fight it, husband. Let me go."

"I have to show you…" August managed to choke out with his last conscious breath, "our happy ending."

* * *

Cruella hunched over the limp body of her husband for another hour. He looked so peaceful in his forgetful slumber. She drank the gin and raked her fingers through his hair as she recounted the events of the last few weeks. She spent most of her time making plans for this moment, and now she had only to drop August off at his Portland apartment.

A tear left her cheek and fell onto his forehead. She set the empty glass on the coffee table next to his. She pulled out her cell phone and called the hired help. In only a few moments her husband would be gone forever.

* * *

"Have you ever been to Paris?" the stewardess asked as she handed Cruella the gin.

"No, darling, but I'm sure it will help me forget all about life at home."

The stewardess laughed awkwardly and pushed the cart away. Cruella took out the small blue bottle and poured the contents into the drink.

"Black or white or gray…" She mumbled to herself.

The man across the aisle leaned forward.

"Excuse me?"

She turned away from the window and faced him.

"Spots, darling. A villain can never change her true spots."

The man looked confused. She lifted her drink.

"To new beginnings in Paris and to hell with bad memories and heroes."

He lifted his glass. She drank with more than a little regret. Within a few moments she fell into a deep sleep.

When she woke up the man across the aisle waived to get her attention.

"You were out like a light for hours. We're nearly there."

Cruella glanced out the airplane window and saw the Eiffel tower illuminated brilliantly against the night sky.

"I didn't catch your name. I'm Fineberg. Peter Fineberg."

She grinned. She knew she was starting a new life in Paris, but felt like she was forgetting something. She didn't bother trying to remember. Whatever it was must not have been important.

"I'm Cruella." She thought twice about using her real name, but something in the haze of her memory told her she was done pretending to be someone she wasn't.

"Cruella, who can't change her true spots?" The man winked at her.

She thought he was arrogant, not very handsome and he made no sense, but he smelled of money. Cruella liked the smell of money.


	10. Chapter 10

_Darlings, I'm baaaaack! Sorry for the delay. I've been squeezing in writing between work and life and it's a trick as you know. Thank you for the lovely reviews, they keep me motivated in this sad Cruella-less world of OAUT :( Enjoy!_

* * *

_Storybrooke_

_15 Years Later…_

Henry cradled the satchel of August W. Booth in both hands as he ran up the stairs of Regina's house. His mother failed to uncover anything in the assortment of papers, but her disappointment only strengthened Henry's determination to help her find her happy ending. Henry dumped the contents of August's satchel on his bed. With meticulous consideration he unlatched each strap, unbuttoned each pocket, and scoured every last inch of the leather case.

In one swoop Henry lifted the satchel and turned it upside down. All kinds of papers, loose change, pens, gum packets and various other items fell from the case and onto the bed. Henry smiled. The random items to his eyes looked like a treasure trove of magic mysteries just waiting to be unlocked.

Henry decided to properly catalogue everything that came out of the satchel. He turned from the bed and grabbed a notebook and pencil from the nightstand. As he did so, Henry failed to notice that he knocked a folded piece of paper to the floor. When he returned to the bed his shoe kicked the page under the bed. Henry began documenting, unaware that a piece of the storybook rested at the tips of his toes.

* * *

Regina strolled down main street. Her gloved hands were tucked into the pockets of her black coat. Her air brushed over her shoulders as assured steps carried her forward. She lifted her chin as she looked across the street at the familiar store fronts. Storybrooke. Her creation.

Her heart swelled with contentment. She watched Granny change out the letters on the sign in front of her restaurant. Several dwarves passed by with axes slung over hefty shoulders.

Regina turned her attention to the approaching pedestrian. The Blue Fairy inclined her head and Regina returned the greeting. Dr. Hopper crossed the street. Pongo pulled on the leash, but Hopper kept the dog closer than usual. Regina knew why. After an unexpected absence Cruella De Vil was back.

"You're looking pleased with yourself."

Regina stopped and squared her shoulders.

"It's good to be Mayor."

Hopper smiled.

"It's good to see you this way."

Regina gestured and Hopper passed in front of her on his way to his office. The air filled with a hint of salt and Regina inhaled. She continued on her walk. Her phone vibrated in her pocket next to her fingers. She pulled out the device.

_Come quick. Code red. _

The text was from Mary Margaret. Regina smirked.

"Code red?" She asked herself with a scoff as her fingers swept over the keys.

_Busy running the town. Will talk later._

She went to put her phone back in her pocket but another text came through. An irritated gasp passed over her lips.

_No, now. It's important._

Regina rolled her eyes. She texted Mary Margaret and then changed the direction of her walk. Though the two of them had come far in their relationship part of Regina resented being at the beckon call of the Princess.

She made her mood known as she stepped into the Charming's apartment.

"What the hell is the big emergency?"

She closed the door with more force than necessary. The family huddled together, grouped around the dining table. David sat with his arms folded. Emma had her hands splayed out flat on the counter and Mary Margaret leaned against the wall. The expression on each face said volumes. Regina sighed.

"Alright, which monster, witch or curse is it this time."

Emma looked up.

"Witch."

Regina took off her coat and folded it across the back of the chair at the table. Rather than sit she stood next to Mary Margaret.

"Snow just got a call from Doc," David said.

"So a dwarf knows how to use a phone. That's news these days?" Regina shifted her wait to one leg and folded her arms. She did not sit because she wanted to make a quick exit.

"Doc told me that Cruella just bought the Harrell mansion on the outskirts of town."

Regina gave up on her quick exit and slumped into the chair.

"So she's staying." The finality Regina heard in her own voice seemed to give weight to the air inside the room. Silence ensued for several moments.

"What do you think?" David asked. He looked to Snow.

Regina could tell the three of them already spent some time hashing out the situation. She decided to add her opinion to the mix.

"I think she's a dangerous psychopath. Letting her stay is asking for trouble."

Snow pursed her lips.

"What do you suggest? We can't just run her out of town with pitch forks."

Regina narrowed her eyes at Snow.

"Minus the pitch forks, not a bad idea."

Snow gave Regina a scolding look. Emma straightened her posture.

"She wants to stay. We have to give her a chance." Emma swallowed. "She can't hurt anybody, and the whole town knows it."

Regina picked her next words carefully. She knew Cruella's death still hit a nerve with Emma so she proceeded with caution.

"She might not be able to take a life, but she can still hurt people."

Snow's eyes grew wide.

"What?" Regina asked.

"I just thought you of all people would take her side. I mean, there was a time we all thought you were a psychopath."

The comment did not rile Regina as it might have years ago. Instead, she took the truth in stride and considered Snow's point.

"Yes, and I know what darkness looks like-"  
"We both do," Emma interrupted. Regina inclined her head at Emma and continued.

"The woman's happy ending is murder. She's too far gone to save," Regina said.

Snow shook her head.

"I refused to believe you were too far gone, even after you slaughtered an entire village."

Regina averted her eyes. In her heart she knew a lifetime of good deeds could not undo that single act of evil. For her own sanity she refused to dwell on her past misdeeds.

"Can we really condemn Cruella? Don't we owe her a chance?"

Emma blinked as if surprised by Snow's attitude. Regina found it typical and felt a little warm inside. Whether the warmth was anger or comfort in the unrelenting faith of the princess Regina could not tell.

"I agree with mom."

The look of joy on Snow's face seemed like light up Emma's features as well.

"Fine," Regina stood up, "but don't say I didn't warn you."

She walked to the door and turned.

"Now, I have to go before all this hero talk makes me relapse just to shut you all up."

* * *

The wind whipped around August's face. He sped down the quite country road on his motorcycle. Crisp air filled his lungs and even over the rumble of the engine he heard birds chirping in the distance. For the first time in years he felt at peace. He was reunited with his papa and back in Storybrooke where he belonged. Emma was once again his friend, and despite the presence of Captain Hook, August hoped the friendship might evolve into something more. He felt a connection with Emma, even during her time of disbelief, and he knew she felt it too.

August had been there for her in ways Hook did not understand. He hoped the fair maiden would eventually come to him. He could wait. She was worth it.

The motorcycle rounded the corner and he saw it.

Not just any car. The car. _Her_ car.

It was pulled off the side of the road. As August passed he saw smoke coming from the engine. The car's owner threw down her cell phone. The device broke into pieces on the pavement.

August shook his head. No wonder the car broke down with the way she drove the thing. Even as he passed, August felt a pang of guilt. Any other woman in distress and he would have stopped. Cruella De Vil was not worth a second thought. Cruella De Vil deserved no rescue.

August turned the corner. Once out of sight of the villain he stopped the motorcycle and let the engine idle.

"Don't do it, August," he said out loud to himself. Geppetto taught August enough handyman skills that he could probably diagnose her car trouble quite easily.

"She'll only insult you."

He turned the motorcycle around.

"Don't expect a thank you."

August's conscience won and he rode back to Cruella and her car.

He found her with one hand on her hip and her eyes looking skyward. A curse slipped through her lips but he ignored it as he turned off the engine and removed his helmet. She raised a thick eyebrow.

"Hello, puppet." Distain laced her tone.

"What seems to be the problem?" He set the helmet on the back of the motorcycle and approached cautiously.

"The problem is that, apparently, no one in this bloody town answers their phone." She blinked several times.

August put his hand on the hood and felt around for the release latch. He almost said _that's because they see it's you calling_, but he refrained.

"Well, say it darling."

August ignored her and lifted the hood.

"They all loath me."

August wanted to inform her that he should be included in her reference to _all_, but he held his tongue.

"I can't say I blame them." Her eyes flashed brightly.

He stopped his inspection of the car and looked at her.

"I confess I like their fear," she hugged the fur, "but it's not very convenient for car trouble."

August frowned. He touched the engine and burnt his finger. He jumped back in surprise and put his throbbing flesh to his lips. Cruella watched him like a cat about to make a meal of a canary. He shook off the pain and the uneasiness brought about by her gaze.

"You're gonna need a tow."

She leaned over the engine and her proximity alarmed him. Her eyes focused in on the parts beneath the hood and August found a moment to really look at her without her knowing. For a brief second she smelled familiar. He wondered why.

"But you can fix it?" Her blue eyes turned back to him with intensity.

"Me? No, they can down at the auto-shop."

Cruella pressed her lips. August wanted to turn away from her. He found her attractive. Why did she have to be pretty? She knew it too. An irrational anger tensed his shoulders.

"Greasy dwarf or whatever-his-name-is refuses my business. Surely a smart little puppet hero like yourself can fix it?" Cruella reached into her black and white spotted purse and pulled out a wad of cash. She took his hand and shoved the bills into his palm.

"If you need more I can pay you more."

"Cruella, I really don't-"

She sauntered over to his motorcycle.

"Of course you don't, darling. But no one will blame you. Matter of fact, they'll probably praise you for bravely protecting the peasants from me."

Her leather pant leg tightened as she hoisted it over the motorcycle. She sat and reached for his helmet.

"Now, be a dear and give me a ride back to my new home." Her arm outstretched with the helmet in her grasp.

August bit his bottom lip. He glanced down the road and sighed. The pleasant afternoon joy ride suddenly turned into a drudgery ride. Even as he took the helmet he regretted the action. Common sense told him to refuse, but his conscience over-ruled sense and he climbed on the motorcycle.

Cruella snaked her hands up his chest. He felt her cheek snuggle against his shoulder.

"This is cozy," she cooed.

August pried her hands away and rolled his shoulder to avoid contact with her.

"Not so tight," he growled. He really, really hated her. Though he could not see her face, he sensed her wicked grin. Her grip found his waist, this time not so tight. He kick started the engine.

Grumpy ensured all of Storybrooke knew that Cruella had purchased the Harrell place within 24 hours of the event. For once August was grateful for the dwarf's big mouth because it allowed him to avoid a prolonged conversation with the fashion maven.

He reached the trimmed hedges of the mansion and glanced up at the arch over the single lane entry. The Harrell's left the place in despair. The letters in the name "Harrell" had rusted over the years. The metal "a" and two "r's" dropped from the wire frame. Natural erosion led the local's to create a nickname for the estate. _Hell_ _House._

August drove up to the impressive entry. Two columns stood on each side of a tiered white staircase. He stopped but did not turn off the engine. Cruella climbed off the seat and turned to face him. She stood with one arm wrapped around her waist and the other lifted in the air.

"I'd call to have them tow the car, darling, but I think you better make the arrangements."

August wanted to refuse but he gave into pity for the miserable creature. No one liked her. No one ever would. That, if nothing else, made her worthy of some pity.

"Don't look at me like that," Cruella snarled. "If there's one thing I can't stand it's a puppy eyed puppet." She turned on her four inch heel and marched up the stairs.

August drove away. He wondered how he would explain to his papa the presence of Cruella De Vil's car in the workshop.


	11. Chapter 11

_Thanks for all the reviews! I love that you all love Cruella as much as me! I want her back on the show!_

* * *

At the urging of both is moms Henry decided to clean his room. He carried a stack of comic books across the room and the top three slid from the pile. One of them landed near the side of his bed. He dropped to all fours in order to retrieve Wolverine's latest adventure when his eyes noticed something under the bed.

Before reaching under Henry set the comic books on his night stand. Those books were, after all, more important than the lost recesses of his room. He bent back down and extended his arm as far as he could. His fingers touched the paper. A surge of excitement shot down his spine. The paper felt like a page from the most important book he owed. _The Storybook_.

He stood up, all the time looking down at the folded page in his hand. With a deep inhale he unfolded the creases. He looked down at the picture.

"No way!"

* * *

Regina slammed the phone in her office back into place and cursed. Why was it whenever Storybrooke got some relief from spells, curses and monsters, upset tax payers still found reasons to call the mayor and complain? This time it happened to be that the fence along the scenic lake Warf needed some repairs. The city council wanted Regina to find a way to pay for it.

"Mom!" Henry yelled as he burst through the doors. Regina clenched her teeth. Normally she welcomed her son's interruptions, but today was a bad day.

"I found something."

Regina put her hand to her forehead and thumbed through the mountain of paperwork on her desk.

"Not now, Henry. I have all this mayor stuff. I swear I'm going to start making the Un-Charmings deal with all the domestic drivel. This is their Kingdom too."

"Mom, you really need to see this."

Henry tossed a folded page on top of her paperwork. She tilted her head to the side and looked up at her son.

"Henry? You found another page?"

Henry blinked.

"I… I think August found it. Remember a year ago when you gave me his things? I think this slipped under my bed."

Regina smirked at her son.

"It's been a year since you cleaned under your bed?" She gave him a knowing look.

He rolled his eyes.

"Mom!" He impatiently gestured toward the page.

Regina unfolded the thick paper. She looked down at the family in the picture. The sight put her at a loss for words.

Henry stepped forward and used his index finger to point at the page.

"That's August." He moved his finger across the picture. "And that's…"

Regina stood up at the same time the page fluttered to her desk.

"Cruella De Vil?" She finished for her son.

"I thought her happy ending was to kill people?" Henry's wide eyes blinked at her.

Regina reached for the page and examined it more closely. She felt the same good magic entwined with the ink that she felt in her own page. She pressed her lips together and her brow wrinkled.

"Maybe," she set the page on the desk and stepped back. "Maybe that's what Cruella wants… but maybe, Henry, it's not-"

Henry grinned.

"…what would make her happy?"

She loved that her son could finish her sentences. They stood there, smiling across the desk at each other. Regina managed to steal a moment of contentment in the presence of her son.

"There was a time my happy ending was to see your grandparents dead." Regina appreciated that the rather gruesome truth did not give Henry a moment of distress. "A person's happy ending can change, I suppose…" She put her arm around her waist.

"What are you going to do, mom? Will you show this to August?"

Regina scoffed. She came out from around the desk with her hands clasped and index fingers touching her chin.

"I don't think he's ready for that. He's still in love with Em…" Regina stopped and turned to see Henry's reaction. He shrugged.

"I've always known August likes mom. I really like August. But… Pinocchio and Cruella?" Henry's face twisted into bewilderment.

Regina's eyebrows lifted.

"I suppose anything is possible. I fell for a thief." Regina leaned against the desk.

"But, she's Cruella."

Regina nodded. She reached across the desk and picked up the page. August and Cruella both looked happy with what were undeniably their offspring. Henry leaned over and glanced down at the page.

"How black do you think her heart is?"

Regina looked up at him.

"I don't know, Henry," Regina squared her shoulders and her eyes focused. "But I'm going to find out."

After all, Regina resolved inwardly, hearts were her specialty.

"Do you mind if I hold onto this?"

Henry looked up at her and a familiar grin pulled at his lips.

"I wouldn't trust it with anyone else."

His faith in her never ceased to bring light into her heart. She returned his grin and pulled him into a hug.

* * *

Cruella slammed the door of the cab. The driver, some former Enchanted Forrest peasant, sped away in a hurry.

"Same to you, darling!" She yelled after the car. With her shoulders hoisted she grabbed at her fur and waltzed into the woodworker's shop as if she owned it.

Her car was parked near the window in the small space. Across from it an old man worked over a bench. All kinds of crafts lined the shelves and counter space.

"Playing with wood always seemed to me a rather boring hobby." Her deep voice made the old man jump. He nearly tumbled off the stool. When he looked up and saw her a frown wrinkled the sides of his mouth. The reaction did not bother Cruella. Better to get a passionate response than inspire no feeling at all.

"Although," she ran her hand along the top of her car, 'It is quite fun to toy with your son."

Geppetto's hand clenched into a fist. Cruella found the attempt to control is anger quaint and rather dull. She would have liked to see him try to throw her out.

"Where is old bark-for-brains anyway? He called and said to come get my baby." She patted the top of her car.

The frown on Geppetto's face gave way only enough for his lips to move.

"My boy forgot to replace the spark plugs and doesn't want you driving on the ones you have."

Cruella lifted an eyebrow. The old man did not say as much, but she clearly heard in his tone that he didn't care if she drove straight off a cliff with bad spark plugs.

"He had them on order and he went to town to pick them up."

Geppetto took his eyes from her and returned to his workbench.

"He should be back in a minute or two."

Cruella put her hand on her hip.

"Then I guess it's just me and you, pops."

The term of endearment did not get a raise out of Geppetto like she hoped. He ignored her and continued to work on his latest project. She strolled over and watched him work for a few seconds. He showed her nothing but a cold shoulder.

Deciding that jabs at an unresponsive victim were not worth the effort, she walked over to a cabinet full of knick-knacks. She picked up a toy horse and saw Geppetto sneak a glance at her from the corner of his eye. With lips pursed she put the item back.

Cruella scanned the shelves. She found what she searched for. A handcrafted jewelry box, decorated with a wood carving that even impressed Cruella. She grinned wickedly and pulled it from the shelf. Geppetto jumped up from the bench.

"Put that down!"

She ignored him and opened the lid. The box was empty. He closed the lid and snatched it out of her hands.

"You better watch that blood pressure, darling. It's not healthy for a man of your age."

He glared at her.

"I don't fall for your made up face and fancy clothes." He tucked the box under his arm. Cruella leaned against the shelf. Now things were starting to get fun.

"You don't, darling? And here I wore my best fur." She fluffed the material and pouted her bottom lip. She found toying with the papa was almost as much fun as toying with the puppet.

"I made this for my wife." He gently placed the box back on its high pedestal. "I made it with love. My boy, he makes things with love too."

Cruella waved her hand through the air.

"And I make things with puppies, darling, which, I think, takes a tad more talent."

She held up her thumb and index finger to provide him a visual aid. Geppetto straightened, and Cruella took a step back. When he wanted too she found Papa Puppet had a scary side.

"Look around you. This whole place, it's my life." He held out his arms. "Everything in here is a memory. Every object was made with love. Gifts for others who have passed on." He left the jewelry box and went back to the pieces of wood on the table. "Gifts yet to be given."

Cruella licked her lips and put her hand on her hip.

"You know, you remind me of my mother's second husband. Oh! He rambled something awful."

Geppetto looked over his shoulder at her.

"You think I'm rambling?" His eyes focused in on her with piercing clarity. "I'm watching you. I look into your soul." He held up a fisted hand. "I see nothing." His hand opened and Cruella watched it as if butterflies emerged from his fingertips.

She blinked. She did not expect that, and didn't quite know how to take it.

"No matter. Souls are more trouble than they're worth these days."

"You take your car, and don't bother us again. My boy, he was nice to you because he's a hero. Now, you don't pay us money. You pay by leaving him alone."

That did it. No one ever ruined Cruella De Vil's fun and lived to tell. _No one. _

Cruella picked up a piece of wood shaped like the leg of a chair. She whacked Geppetto over the head and he tumbled to the ground. She knelt next to his limp body.

"You have a deal, darling." She opened her purse and pulled out a small book of matches. "But not before I play with the puppet a little more. It's so fun to pull his strings."

She smiled and a strand of white hair fell across her face. With a flick of her wrist she ignited the match. The tiny flame dropped from her hand and into a pile of sawdust that quickly erupted into flames.

"Let's find out if your right, old man. Is Pinocchio a hero?"

* * *

Cruella waited for what seemed like an eternity for the puppet to arrive. The flames from the Booth's shed touched the blue sky above. Bored that August still failed to make an appearance, Cruella pulled her compact from her purse and began to touch up her lip stick. She leaned against the railing of the old fence in front of the house. The crackle of the shed drew the attention of a few neighbors.

Cruella snapped the compact closed when she the familiar rumble of August's ride. He jumped from the motorcycle and let the bike skid to the ground. He tore the helmet from his head and flung it to the pavement.

"What happened?" He put his hands on his head as he watched the flames.

"Don't tell me you forgot the marshmallows, darling."

Cruella grinned at her joke, and felt a little discouraged that August completely ignored her. He glanced at the house.

"Where's papa?"

Cruella hunched over the fence.

"I really couldn't say."

The puppet finally gave her his full attention. He was attractive for a piece of timber.

"He's not inside?"

The windows of the shed blew out with the roar of the fire. Flames completely engulfed the building. Neighbors in the street pulled out cell phones. A few took pictures. Other's made calls.

August tore off his leather jacket.

"I'm going in."

Cruella lifted her chin. There it was. The answer. Hero.

"It's too late, darling."

He glared at her and started for the shed. Cruella summoned two stray dogs. The Doberman and Irish Settler snarled in front of August. He stopped. Unable to make traction with the dogs, August turned to Cruella.

"You did this on purpose? What kind of sick monster are you?"

Cruella relished the look of disgust on his face.

"I just love watching a hero go dark."

He lifted his hand and came at her throat.

"Ah-ah," she held up her index finger and her dogs scurried around to block his path. She looked him up and down. "I wouldn't mind your hands on me darling, but not like that."

August bent over and struggled for air.

"I thought you couldn't kill anyone?"

With his head toward the ground, Cruella heard rather than saw tears in his eyes.

"My, my. Gossip certainly spreads like…" She glanced up at the flames.

"Why?" August seemed to draw his strength. He looked up at her. "Why murder a helpless old man?"

Cruella flipped her hair over her shoulder.

"I was bored, darling, and he was such an easy target."

The sound off screaming fire engines interrupted them. Two trucks pulled up the driveway in front of the house. Men and dwarfs jumped out and began to untangle hoses.

"Killjoy," Cruella muttered at the sight.

As the men worked, August put distance between himself and Cruella.

It wasn't long before the mayor and her posse of goodie-goodies showed up. Cruella braced herself for a showdown, though, part of her felt a surge of excitement. Regina as a shadow of her former self proved to be a great deal of fun.

The mayor marched over to Cruella, flanked on one side by Snow White and on the other by Prince Charming. It was a sight worthy of a snide comment but Regina spoke before Cruella could.

"What have you done?"

"Regina, I recall a time you thought a little arson wouldn't hurt anyone."

"You murdered, Marco!" Snow accused.

Cruella wrinkled her brow.

"It really is easy to understand why Regina wanted to kill you."

Cruella lifted her hand and the fur of her coat slid down her arm. She snapped her fingers. All eyes turned to movement inside the shed. The firemen managed to contain the flames and save the house. Out of the rubble of Geppetto's workshop emerged Cruella's car. The outside looked as shiny as if the car came out of the wash and not a burning building. The flames danced off the car in a hurry to escape the enchanted vehicle.

The car purred up to Cruella and stopped. August stood next to Emma. The Charmings still flanked Regina.

"You heroes really need to loosen up. How sad it is that you can't take a joke?" The car door opened by itself.

Geppetto fell out of the backseat. He landed on his chest since his hands were tied behind his back. The gag in his mouth prevented him from speaking. August immediately went to his father's side and began to untie him.

Regina pursed her lips and gave Cruella a rather alarming glare.

"I don't like your sense of humor," Snow told Cruella.

Emma and August helped Geppetto to his feet. The old man looked over the ashes of his workshop with tears brimming.

"How could you do this? After I help you with your car?" August asked.

Cruella felt no remorse. His questions annoyed her.

"That's the beauty of being a villain." She walked a wide half circle around all of the heroes. "I can do whatever I want, whenever I want, and there isn't a thing any of you can do about it… Well, short of killing me. And let's face it, darlings," she turned and looked at them over her shoulder. "You won't."

The car door opened for her and she slipped into the seat. Charming put his hand on the door and kept her from closing it.

"We can place you under arrest."

"I'd get a lawyer and be out in ten minutes." She held up her wrists together. "But if you really want to go to all that trouble…" She batted her eyes at him. "Please handcuff me, Sheriff."

The Prince blushed.

"Let her go," Regina growled. She shoved her hands in her pockets. Hero Regina was fun, but Cruella reminded herself that Regina was still dangerous, and far too clever to be trusted.

"Regina?" Emma questioned.

"I've got this, Swan." Regina's eyes didn't move from Cruella for an instant.

The Prince took the orders from the Evil Queen and backed away from the car. Cruella smiled and drove away victorious. She might enjoy her stay in Storybrooke after all.


	12. Chapter 12

_Hello, darlings! It's been a while since I've updated this story, but I do intend on finishing it eventually because I love Cruella and August. Enjoy another chapter! Hopefully more will follow soon! _

* * *

Cruella stepped into Granny's dinner and let the door close behind her. Every pair of eyes in the joint turned to gawk. She ignored them and strutted across the length of the room to the booth in the corner. A dark figure loomed rigidly over a cup of coffee.

"Is this the royal table?" Cruella asked as she slipped into the booth across from Regina.

The mayor glanced up but her hand remained around the cup.

"I'm not the Queen anymore."

Cruella let a hand fall over the back of the booth. She crossed her leg and made herself at home.

"Pity. You're such a drag now."

Regina's eyes raked over Cruella. She felt discomfort under the royal scrutiny.

"Then why accept my invitation?"

"In the Enchanted Forrest to refuse a royal summons meant certain death." Cruella flashed a smile. She could see that constantly reminding Regina of her dark past was irritating the former queen. Exactly what Cruella hoped for.

"This isn't the Enchanted Forrest. You can't just go around burning things down."

Cruella rolled her eyes.

"If you called me here just to lecture me about-"

"I didn't."

Cruella tilted her head to one side as she studied the woman across from her. Regina wore a poker face worth millions. Granny interrupted them, refilling Regina's cup and tossing one down in front of Cruella. She poured the liquid haphazardly and then walked away.

"Since you brought it up, I expect-"

Cruella waived her hand in the air.

"Yes, yes, I'll pay for a new one. It was well worth it."

Cruella put the cup to her lips.

"And I expect you to apologize to Marco and August."

The words and the hot liquid cause Cruella to yelp and drop the cup. She turned and glared at the old woman behind the counter.

"You did that on purpose!"

Granny ignored her.

Cruella turned back to Regina.

"I'll pay for it, darling, but I don't do apologizes. Besides, I'm not sorry. Not a bit."

Regina narrowed her and leaned forward.

"You will do it, and you'll like it. These people are your neighbors now. You made the choice to live here. Despite your little display earlier, the rules to apply to you, Cruella."

Cruella pushed the coffee cup away from her.

"And what are you going to do if I don't follow them? Rip out my heart?"

Regina clenched her teeth.

"Don't tempt me."

Cruella watched the Queen for a few moments, then let a grin cross over her lips.

"Come on, Regina. Let's do get out of here and have some fun."

"No, thanks. Your kind of fun usually ends up with a skinned puppy."

Cruella grinned and put a finger to her curved lips.

"You do something once and never live it down."

Regina leaned back in the booth and let her arms rest on the table.

"Live a little, Regina," Cruella encouraged, "you look like you could use a good time."

Regina shook her head almost imperceptibly.

"You know, for a moment you sounded almost concerned."

Cruella took off her coat and fingered the diamonds hanging from her neck.

"I am, darling. Of all the heroes and villains in this town you are the most entertaining. It would be a pity to give that all up."

Regina's lips smoothed into another unreadable line. Cruella had not yet figured out her game.

"Is that all you care about, entertainment?"

This time Cruella leaned forward.

"I care about living life to the fullest. Why waste away the years fighting the darkness? Splash in, darling. The water's fine."

Regina's eyes softened. People rarely looked at Cruella in the way Regina did now. Her eyes spoke of compassion, disappointment and a great deal of understanding. Cruella turned away.

"But what about the loneliness? Being a villain," Regina smiled sadly, "is lonely. I know."

Cruella looked down at her hand. She drummed her fingers on the table. Despite Cruella's pretence of boredom, Regina continued.

"I'm the only person in the town that can even stand to talk to you. You have no friends, no family. No one."

Cruella looked up with curiosity. She was waiting for an opportunity to really pick a fight. Regina didn't give her a chance. She held up her hand before Cruella could react.

"What if I told you true love could be in your future?"

Cruella scoffed.

"I'd say you drank one too many magical elixirs."

"I changed. I have to believe you can too."

"Yes, but darling, you have to want to change and I don't."

"Not even for the love of the man over at the counter?"

Cruella followed Regina's line of sight.

"The puppet?"

August sat next to Emma on one of the bar stools. Cruella turned back to Regina. She could see the Evil Queen believed the words she said. Perhaps there was some fun to be had at Granny's after all.

"Puppet," Cruella called to him without taking her eyes from Regina, "come here."

She waited. Regina held her gaze. August arrived at the edge of the counter. Cruella sense the hatred vibrating from his being.

"Regina says you are in love with me." She smiled at looked up into his hate filled eyes. "Don't be shy, you can tell me. You want me."

August bit his lip, an action Cruella found quite sexy.

"What I want is for you to burn in Hell House so you know what my papa went through."

"Oh, dear." Cruella blinked as if the words upset her. "I've had brief love-affairs before but really, darling, that's a record even for me."

"Is there a problem here?" Emma asked as she approached them. Cruella smirked. She really didn't like the blond. She could sense August did.

"I've got it handled, Swan," Regina replied.

Cruella didn't think Regina had much of anything handled, but the words seemed to appease the blond. She pulled August by the hand and lead him away.

"I don't understand the game, Regina, but it is amusing."

"Where are you in there?" Regina's eyes pierced through Cruella. "I haven't seen you yet."

"No one can, darling, because there's nothing there."

Regina drew back and reached into her purse. She pulled out her keys.

"Come with me."

"Where?"

"My vault."

Cruella smiled widely.

"Finally, some fun your majesty."

Cruella hated that she had to part company with her car, but the thrill of seeing all of the secrets of the Evil Queen made the sacrifice well worth the cost. She followed Regina down the dank stairs of the vault, taking in the rows of magical items. She'd been here once before, a years ago with Maleficent and Ursula. She sighed inwardly. The good old days.

Regina stopped in the open area in front of her famous mirror.

"Okay my delectable dark sister, impress me." Cruella put her hand on her hip.

Regina went to a drawer in one of the trunks and pulled out a folded piece of paper. She carefully undid the creases and walked across the room with the page to her chest.

"My son found this."

Cruella reached for it but Regina held back.

"Don't mock this, Cruella. It's special."

"I'm all atingle, darling."

She took the page from Regina and looked down at the picture. Before her brain fully registered what she saw a flash of magic erupted from her fingertips. The bands of an ancient spell broke and memories flooded back to her.

_New York, fifteen years ago. Her husband. Her puppet._

Cruella's eyes cleared and she saw herself in the picture. August had been right. There before her she saw their son and daughter.

"What the hell was that?" Regina asked.

Cruella slapped Regina across the face as hard as she could. The inevitable fireball appeared in Regina's hand.

"Oh, good, just what I need." Cruella moved the page over the fireball and the edge caught on fire.

Regina waived the fireball away and snatched the paper out of Cruella's hand. She used her fingers to put out the flames and burned her skin the process.

"Serves you right for not letting it burn," Cruella hissed.

"You'd regret that."

Regina blew on her fingers and held the page away from Cruella.

Cruella pulled a gun from her purse and aimed it at Regina.

"What I regret is that I can't kill you right now for making me remember!"

Regina put the page down and came at Cruella.

"You know, I've had just about enough of you."

Cruella tried to pull the trigger but failed.

"Is that so, darling?"

Regina gripped the barrel of the gun and pushed it away.

"My son asked me just how black your heart is. Let's say we find out."

The sensation of Regina's hand reach into her chest was odd and more than a little painful. She cried out and dropped the gun. Regina's fingers probed.

Cruella met her eyes and laughed. Her laughter echoed through the vault. Regina's brow wrinkled in confusion. Her finger's retracted and her hand appeared. Empty.

Cruella put her hand on her chest. She knew why she was how she was now. The answer to a question she didn't even know she had. She relished the emptiness inside. She embraced it.

Regina stared at her palm. Her confusion melted into a smug grin.

"I'm impressed. I didn't think you knew that kind of magic."

Cruella took a moment to compose herself. The pain in her chest subsided.

"I don't, darling."

The confusion again on Regina's face made Cruella laugh again.

"I always knew something was wrong, ever since I was a little girl."

She let her hand drop from her chest.

"Someone took your heart?"

Cruella shook her head.

"I was locked in an attic for eighteen years. My mother didn't know magic. No, darling, no one took it."

"You were born without a heart?" Regina backed away and the anger on her face subsided. "That explains a lot."

Cruella channeled the anger Regina let slip away.

"Don't you dare pity me! I have no use for a heart."

Regina turned back to the page laying on top of the chest of drawers.

"Are you even curious about this?"

Cruella lifted her hands.

"Do be a darling and conjure another of those lovely fireballs."

Regina inhaled so deeply that her chest lifted. Cruella grinned that she was able to get under the Evil Queen's skin.

"Tell me what you meant about remembering…"

Cruella avoided Regina's eyes.

"When you touched the page, that was magic. Some kind of curse was undone."

Cruella put her hand to her forehead. She walked across the room and sat on the stone outcropping.

"If you refuse a fireball can I at least get a drink?"

Regina opened her mouth as if to object but something stopped her. Cruella was glad. She found the conversation tiresome and knew her weariness began to show on her face.

"I seem to recall a stash hidden down here from the last time."

Regina smirked and went to a secret compartment under her mirror. She pulled out a wine bottle and two long stemmed glasses.

"You want to join me?" Cruella could not help the surprise in her tone.

Regina poured the liquid and then crossed the room. She sat next to Cruella and offered the glass.

"No one should drink alone."

Cruella studied the Evil Queen for a moment before she took the glass. If she had a heart she was sure Regina's compassion would have touched it. Luckily, she felt no such emotion.

She took a long sip.

"Well?" Regina impatiently set down her glass.

"There's nothing to tell, darling. The puppet and I were married in New York a long time ago." Cruella took another sip from the glass. "Technically we're still married. When I found out he was a hero the game was up. I secured a memory potion and, vuala!" She wiggled her fingers in the air. "Better than divorce."

Cruella waited for Regina's reaction. She hated that the smallest part of her was intrigued to see what the powerful witch might say.

"Do you love him?"

Cruella stood. She walked across the room and turned to Regina with one hand on her hip.

"He was easy prey, darling. Like a vulture picking a carcass in the desert."

Regina's brow wrinkled.

"What is it with you and animal carcasses?"

"Now, darling. You're going to mix me up another memory potion."

Regina stood and her lips formed a thin line. She mimicked Cruella's pose with a hand on her hip.

"Am I?"

"Yes," Cruella hissed, "It's your fault I remember. You are going to destroy that ridiculous page and we'll pretend this little interlude never happened."

Regina folded her arms.

"I have a better idea." She walked back over to the chest and picked up the page. "Let's show this to August and see what he thinks."

Cruella lunged at Regina but she stepped back and held the page out of Cruella's grasp.

"You wouldn't dare!"

"What are you so afraid of?" Regina taunted.

Cruella felt rage encompass her entire frame.

"I fear nothing. Not even the Evil Queen."

Regina shook her head.

"I think you fear what's on this page."

Cruella narrowed her eyes. If looks could kill Regina would have been six feet under.

"I think part of you wants it, but you don't dare admit it because you think it's impossible."

Cruella stepped back and gave up her attempted to intimidate Regina with her height.

"Of course it's impossible. For what is on that page I would need a heart, and darling, most people I know are rather attached to theirs. Unless you'd like to rip one out and give it to me?"

Regina carefully folded the page and slipped it back into the drawer. Cruella watched the action longingly. She knew the magic that protected the vault was uncrackable, at least by her. Her mind wandered toward thoughts of Rumplstiliksin.

Regina slid closed the drawer and looked up at Cruella.

"With hope there is always a way, but you have to try. To sacrifice. To believe."

"Ugh, please, you sound like Snow White, and I mean that as an insult."

"I will help you."

The offer surprised Cruella so much that she took a step backward.

"Why, darling? I'm a terrible person."

Regina did not break her intense gaze.

"So was I."

Cruella shook her head.

"Villains don't change, not really. I'm afraid you'll only be disappointed." Cruella swept across the room. "And besides, you have to have a heart to have a change of one."

Regina clasped her hands together.

"You can start by apologizing to Marco for burning down his shop."

Cruella opened her mouth to object but Regina stopped her.

"As long as I'm mayor in this town, you will do what I say. Unless you want the Charmings and the Evil Queen on your case, and trust me, you don't."

Cruella grinned. Despite the situation she found herself very much liking the cunning of the Evil Queen.

"You drive a hard bargain, Regina, but why not? It sounds like fun, and ample opportunity to stir up trouble."

Regina titled her head to the side.

"If nothing else, Cruella, you have spirit."

"It's my best trait, darling, and it used to be yours too."


End file.
